Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2015 | Sep. 09, 2015 | Dec. 31, 2014 | |
Document Information [Line Items] | |||
Entity Registrant Name | MALIBU BOATS, INC. | ||
Entity Central Index Key | 1,590,976 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2015 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 268 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Class A Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 17,880,959 | ||
Class B Common Stock [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 23 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Gross Profit [Abstract] | |||
Net sales | $ 228,621 | $ 190,935 | $ 167,012 |
Cost of sales | 168,192 | 140,141 | 123,412 |
Gross profit | 60,429 | 50,794 | 43,600 |
Operating expenses: | |||
Selling and marketing | 7,007 | 6,098 | 4,937 |
General and administrative | 19,809 | 39,974 | 14,177 |
Amortization | 2,463 | 5,177 | 5,178 |
Operating income (loss) | 31,150 | (455) | 19,308 |
Other income (expense): | |||
Other | 1,650 | 9 | 10 |
Interest expense | (954) | (2,962) | (1,334) |
Other income (expense) | 696 | (2,953) | (1,324) |
Net income (loss) before provision (benefit) for income taxes | 31,846 | (3,408) | 17,984 |
Income tax provision (benefit) | 8,663 | (2,220) | 0 |
Net income (loss) | 23,183 | (1,188) | 17,984 |
Net income attributable to non-controlling interest | 8,522 | 3,488 | 17,984 |
Net income attributable to Malibu Boats, Inc. | 14,661 | (4,676) | 0 |
Other comprehensive loss: | |||
Change in cumulative translation adjustment | (2,081) | 0 | 0 |
Other comprehensive loss | (2,081) | 0 | 0 |
Comprehensive income (loss) | 21,102 | (1,188) | 17,984 |
Less: comprehensive income attributable to non-controlling interest | 7,757 | 3,488 | 17,984 |
Comprehensive income (loss) attributable to Malibu Boats, Inc. | $ 13,345 | $ (4,676) | $ 0 |
Weighted average shares outstanding used in computing net income (loss) per share: | |||
Weighted-average Stock, Outstanding | 15,732,531 | ||
Diluted weighted-average shares outstanding | 15,741,018 | ||
Net income (loss) available to Class A Common Stock per share: | |||
Basic net income (loss) per share | $ 0.93 | $ (0.42) | |
Diluted net income (loss) per share | $ 0.93 | $ (0.42) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Current assets | ||
Cash | $ 8,387 | $ 12,173 |
Trade receivables, net | 9,482 | 6,475 |
Inventories, net | 20,393 | 12,890 |
Deferred tax asset | 629 | 500 |
Prepaid expenses | 1,354 | 2,272 |
Other current assets | 16 | 0 |
Total current assets | 40,261 | 34,310 |
Property and equipment, net | 14,946 | 10,963 |
Goodwill | 12,665 | 5,718 |
Other intangible assets | 13,995 | 12,358 |
Debt issuance costs, net | 1,158 | 0 |
Deferred tax asset | 106,001 | 21,452 |
Other assets | 102 | 0 |
Total assets | 189,128 | 84,801 |
Liabilities, Current [Abstract] | ||
Current maturities of long-term debt | 6,500 | 0 |
Accounts payable | 9,151 | 7,161 |
Accrued expenses: | ||
Compensation | 2,521 | 2,164 |
Warranties | 6,610 | 6,164 |
Dealer incentives | 3,165 | 2,404 |
Legal and professional fees | 492 | 1,490 |
Litigation | 0 | 20,000 |
Interest | 413 | 0 |
Other | 934 | 462 |
Income tax and distribution payable | 784 | 2,121 |
Payable pursuant to tax receivable agreement, current portion | 2,969 | 0 |
Deferred tax liabilities | 0 | 995 |
Total current liabilities | 33,539 | 42,961 |
Deferred tax liabilities | 1,084 | 0 |
Other liabilities | 275 | 134 |
Payable pursuant to tax receivable agreement, less current portion | 93,501 | 13,636 |
Long-term debt, less current maturities | 72,000 | 0 |
Total liabilities | $ 200,399 | $ 56,731 |
Commitments and contingencies (See Note 15) | ||
Equity [Abstract] | ||
Preferred stock | $ 0 | $ 0 |
Additional paid in capital | 21,286 | 23,835 |
Accumulated other comprehensive loss | (2,081) | 0 |
Accumulated deficit | (46,239) | (4,676) |
Total stockholders' (deficit) equity attributable to Malibu Boats, Inc. | (26,856) | 19,269 |
Non-controlling interest | 15,585 | 8,801 |
Total stockholders’ (deficit) equity | (11,271) | 28,070 |
Total liabilities and equity | 189,128 | 84,801 |
Class A Common Stock [Member] | ||
Equity [Abstract] | ||
Common stock | 178 | 110 |
Class B Common Stock [Member] | ||
Equity [Abstract] | ||
Common stock | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2015 | Jun. 30, 2014 |
Common stock, par value (per share) | $ 0.01 | |
Preferred stock, par value (per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A Common Stock [Member] | ||
Common stock, par value (per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 17,870,569 | 11,064,201 |
Common stock, shares, outstanding | 17,870,569 | 11,064,201 |
Class B Common Stock [Member] | ||
Common stock, par value (per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, shares issued | 24 | 44 |
Common stock, shares, outstanding | 24 | 44 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Members’ and Stockholders' (Deficit) Equity - USD ($) $ in Thousands | Total | Accumulated Earnings (Deficit) [Member] | Additional Paid-in Capital [Member] | Noncontrolling Interest [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Class A Common Stock [Member] | Class A Common Stock [Member]Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member]Common Stock [Member] | Malibu Boat LLC [Member]Accumulated Earnings (Deficit) [Member] | Malibu Boat LLC [Member]LLC Units [Member]Member Units [Member] | Malibu Boat LLC [Member]Class A Units [Member]Member Units [Member] | Malibu Boat LLC [Member]Class B Units [Member]Member Units [Member] | Malibu Boat LLC [Member]Class M Units [Member]Member Units [Member] |
Beginning member amount at Jun. 30, 2012 | $ 25,445 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | 17,984 | ||||||||||||||
Stock based compensation | $ 127 | ||||||||||||||
Membership units vested | 0 | ||||||||||||||
Distributions | $ (23,542) | ||||||||||||||
Foreign currency translation adjustment | 0 | ||||||||||||||
Ending member units at Jun. 30, 2013 | 0 | 36,742,000 | 3,885,000 | 915,000 | |||||||||||
Ending member amount at Jun. 30, 2013 | 20,014 | $ (12,071) | $ 0 | $ 36,777 | $ 526 | $ 213 | |||||||||
Common stock (in shares) at Jun. 30, 2013 | 0 | 0 | |||||||||||||
Stockholders' Equity at Jun. 30, 2013 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | 10,448 | 10,448 | |||||||||||||
Stock based compensation | $ 76 | $ 76 | |||||||||||||
Membership units vested | 0 | 304,000 | |||||||||||||
Distributions | $ (64,627) | 0 | $ (55,172) | $ (6,474) | $ (2,981) | ||||||||||
Issuance of common stock (shares) | 3,412,000 | ||||||||||||||
Issuance of common stock | 47,766 | 47,732 | $ 34 | ||||||||||||
Exchange of LLC Units held by selling shareholders for Class A Common Stock upon merger of entities in Recapitalization | (47,766) | (47,766) | |||||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 11,374,000 | (36,742,000) | (3,885,000) | (1,725,000) | |||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization | 0 | $ (50,450) | $ 38,194 | $ 8,891 | $ 3,365 | ||||||||||
Stockholders' Equity at Jun. 30, 2013 | 0 | 0 | 0 | 0 | $ 0 | $ 0 | |||||||||
Beginning member units at Jun. 30, 2013 | 0 | 36,742,000 | 3,885,000 | 915,000 | |||||||||||
Beginning member amount at Jun. 30, 2013 | 20,014 | (12,071) | $ 0 | $ 36,777 | $ 526 | $ 213 | |||||||||
Common stock (in shares) at Jun. 30, 2013 | 0 | 0 | |||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (1,188) | 17,984 | |||||||||||||
Stock based compensation | $ 127 | ||||||||||||||
Membership units vested | 506,000 | ||||||||||||||
Distributions | $ (19,799) | $ (2,943) | $ (800) | ||||||||||||
Capitalized offering costs | (1,550) | ||||||||||||||
Foreign currency translation adjustment | $ 0 | ||||||||||||||
Ending member units at Jun. 30, 2014 | 22,437,938 | 0 | 36,742,000 | 3,885,000 | 1,421,000 | ||||||||||
Ending member amount at Jun. 30, 2014 | 5,913 | $ 0 | $ 16,978 | $ (2,417) | $ (460) | ||||||||||
Common stock (in shares) at Jun. 30, 2014 | 11,064,201 | 11,064,000 | 44 | 44 | |||||||||||
Common Stock, Value, Outstanding at Jun. 30, 2014 | $ 110 | ||||||||||||||
Stockholders' Equity at Jun. 30, 2014 | $ 28,070 | (4,676) | 23,835 | 8,801 | 0 | $ 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | (11,636) | (4,676) | (6,960) | ||||||||||||
Distributions | (2,583) | (2,583) | |||||||||||||
Issuance of equity for services, shares | 9,000 | ||||||||||||||
Issuance of equity for services | 1,010 | 1,010 | |||||||||||||
Issuance of common stock (shares) | 7,643,000 | 44 | |||||||||||||
Issuance of common stock | 99,512 | 99,436 | $ 76 | ||||||||||||
Allocation of non-controlling interest in LLC (shares) | (11,374,000) | ||||||||||||||
Allocation of non-controlling interest in LLC | 0 | (52,433) | 18,344 | (16,361) | $ 50,450 | ||||||||||
Purchase of LLC Units from existing owners of LLC | (29,762) | (29,762) | |||||||||||||
Increase in payable pursuant to the tax receivable agreement | (13,636) | (13,636) | |||||||||||||
Increase in deferred tax asset from step-up in tax basis | 18,303 | 18,303 | |||||||||||||
Capitalized offering costs | (1,550) | (1,550) | |||||||||||||
Stock-based compensation | $ 2,501 | 2,501 | |||||||||||||
Ending member units at Jun. 30, 2014 | 22,437,938 | 0 | 36,742,000 | 3,885,000 | 1,421,000 | ||||||||||
Ending member amount at Jun. 30, 2014 | 5,913 | $ 0 | $ 16,978 | $ (2,417) | $ (460) | ||||||||||
Common stock (in shares) at Jun. 30, 2014 | 11,064,201 | 11,064,000 | 44 | 44 | |||||||||||
Common Stock, Value, Outstanding at Jun. 30, 2014 | $ 110 | ||||||||||||||
Stockholders' Equity at Jun. 30, 2014 | $ 28,070 | (4,676) | 23,835 | 8,801 | 0 | $ 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Net income (loss) | 23,183 | 14,661 | 8,522 | ||||||||||||
Distributions | (1,769) | (31) | (1,738) | ||||||||||||
Issuance of equity for services, shares | 3,000 | ||||||||||||||
Issuance of equity for services | 252 | 252 | |||||||||||||
Issuance of common stock (shares) | 4,371,000 | ||||||||||||||
Issuance of common stock | 133,362 | 133,289 | $ 73 | ||||||||||||
Exchange of LLC Units held by selling shareholders for Class A Common Stock upon merger of entities in Recapitalization | (56,526) | (56,526) | |||||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 5,583,000 | ||||||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization | 0 | (26) | $ 26 | ||||||||||||
Purchase of LLC Units from existing owners of LLC | (76,836) | (76,836) | |||||||||||||
Increase in payable pursuant to the tax receivable agreement | (82,834) | (82,834) | |||||||||||||
Increase in deferred tax asset from step-up in tax basis | 92,625 | 92,625 | |||||||||||||
Capitalized offering costs | (1,498) | (1,498) | |||||||||||||
Stock-based compensation | 1,467 | 1,467 | |||||||||||||
Retirement of treasury shares, shares | (3,333,000) | ||||||||||||||
Retirement of treasury shares | 0 | 56,224 | 15,266 | $ 71,523 | $ 33 | ||||||||||
Cancellation of Class B Common Stock | (20) | ||||||||||||||
Issuance of Class A Common Stock for acquisition, shares | 171,000 | ||||||||||||||
Issuance of Class A Common Stock for acquisition | 2,837 | 2,835 | $ 2 | ||||||||||||
Foreign currency translation adjustment | $ (2,081) | (2,081) | |||||||||||||
Ending member units at Jun. 30, 2015 | 19,277,820 | 0 | 0 | 0 | 0 | ||||||||||
Ending member amount at Jun. 30, 2015 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||||||||
Common stock (in shares) at Jun. 30, 2015 | 17,870,569 | 17,859,000 | 24 | 24 | |||||||||||
Common Stock, Value, Outstanding at Jun. 30, 2015 | $ 178 | ||||||||||||||
Stockholders' Equity at Jun. 30, 2015 | $ (11,271) | $ (46,239) | $ 21,286 | $ 15,585 | $ (2,081) | $ 0 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Repurchase of Class A Common Stock | $ (71,523) | $ (71,523) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - Entity [Domain] - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Operating activities [Abstract] | |||
Net income (loss) | $ 23,183 | $ (1,188) | $ 17,984 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Non-cash compensation expense | 1,467 | 2,577 | 127 |
Non-cash litigation settlement payable | 0 | 20,000 | 0 |
Depreciation | 2,427 | 1,600 | 1,090 |
Amortization of intangible assets | 2,463 | 5,177 | 5,178 |
Gain on sale-leaseback transaction | (7) | (11) | (11) |
Amortization of deferred financing costs | 71 | 1,583 | 148 |
Change in fair value of derivative | 0 | 28 | (28) |
Deferred income taxes | 7,933 | (2,654) | 0 |
Gain on sale of equipment | 0 | (9) | 0 |
Change in operating assets and liabilities (excluding effects of acquisition): | |||
Trade receivables | (2,170) | 1,167 | (161) |
Inventories | (2,884) | (1,251) | (2,516) |
Prepaid expenses and other assets | 1,131 | (1,332) | (211) |
Accounts payable | (366) | (4,133) | 1,441 |
Accrued expenses | (9) | 2,098 | 2,858 |
Income taxes payable | (801) | 113 | 0 |
Other liabilities | 114 | 0 | 0 |
Litigation settlement | (20,000) | 0 | 0 |
Net cash provided by operating activities | 12,552 | 23,765 | 25,899 |
Investing activities: | |||
Purchases of property and equipment | (5,366) | (5,915) | (2,878) |
Proceeds from sale of property and equipment | 0 | 9 | 0 |
Acquisition of Canadian trademark | (100) | 0 | 0 |
Payment for acquisition, net of cash acquired | (11,663) | 0 | 0 |
Net cash used in investing activities | (17,129) | (5,906) | (2,878) |
Financing activities: | |||
Principal payments on long-term borrowings | (21,500) | (88,589) | (26,155) |
Proceeds from long-term borrowings | 100,000 | 65,000 | 28,500 |
Payment of deferred financing costs | (1,224) | (1,052) | (664) |
Proceeds from issuance of Class A Common Stock in offerings, net of underwriting discounts | 133,362 | 99,512 | 0 |
Purchase of units from existing LLC Unit holders | (133,362) | (29,762) | 0 |
Payment of costs directly associated with offerings | (1,498) | (1,550) | 0 |
Distributions to non-controlling LLC Unit holders | (3,630) | (65,202) | (23,542) |
Repurchase of common stock | 71,406 | 0 | 0 |
Net cash provided by (used in) financing activities | 742 | (21,643) | (21,861) |
Effect of exchange rate changes on cash | 49 | 0 | 0 |
Changes in cash | (3,786) | (3,784) | 1,160 |
Cash—Beginning of period | 12,173 | 15,957 | 14,797 |
Cash—End of period | 8,387 | 12,173 | 15,957 |
Supplemental cash flow information: | |||
Cash paid for interest | 494 | 1,383 | 1,190 |
Cash paid for income taxes | 1,439 | 392 | 0 |
Non-cash investing and financing activities: | |||
Establishment of deferred tax assets from step-up in tax basis | 92,625 | 18,303 | 0 |
Establishment of amounts payable under tax receivable agreements | 93,501 | 13,636 | 0 |
Equity issued as consideration for acquisition | 2,837 | 0 | 0 |
Exchange of LLC Units for Class A Common Stock | 111,118 | 47,766 | 0 |
Tax distributions payable to non-controlling LLC Unit holders | 147 | 2,008 | 0 |
Equity issued for services | 252 | 1,010 | 0 |
Accrued costs related to repurchase of common stock | $ 117 | $ 0 | $ 0 |
Organization, Basis of Presenta
Organization, Basis of Presentation, and Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Organization, Basis of Presentation, and Summary of Significant Accounting Policies | Organization, Basis of Presentation, and Summary of Significant Accounting Policies Organization Malibu Boats, Inc. (together with its subsidiaries, the “Company” or "Malibu") was formed as a Delaware corporation on November 1, 2013, as a holding company for the purposes of facilitating an initial public offering (the "IPO") of shares of its Class common stock par value $0.01 per share ("Class A Common Stock"). The Company was not engaged in any business or other activities except in connection with its formation and registration of its IPO of Class A Common Stock with the Securities and Exchange Commission (“SEC”). Following the recapitalization transactions completed immediately prior to the closing of IPO and IPO transactions completed on February 5, 2014, the Company became the sole managing member of and acquired a controlling interest in Malibu Boats Holdings, LLC (the "LLC"). As the sole managing member the Company operates and controls all of the LLC's business and affairs and, therefore, pursuant to Accounting Standards Codification (“ASC”) Topic 810, "Consolidation", consolidates the financial results of the LLC and its subsidiaries, and recorded a non-controlling interest for the economic interest in the Company held by the holders of units in the LLC ("LLC Units"). Malibu Boats Holdings, LLC was formed in 2006 with the acquisition by an investor group, including affiliates of Black Canyon Capital LLC, Horizon Holdings, LLC and then-current management. Malibu Boats Holdings, LLC is engaged in the design, engineering, manufacturing and marketing of innovative, high-quality, performance sports boats that are sold through a world-wide network of independent dealers. On October 23, 2014, Malibu Australian Acquisition Corp., an indirect subsidiary of the Company, completed the acquisition of all outstanding shares of Malibu Boats Pty. Ltd. (the "Licensee"), Malibu's Australian licensee manufacturer with exclusive distributions rights in Australia and New Zealand markets. As a result, the Company consolidates the financial position and results of operations of the Licensee from the closing date of the transaction and such consolidation has been reflected in the accompanying consolidated financials statements and notes thereto for the period ended June 30, 2015 . Refer to Note 4 related to the Company's acquisition of the Licensee. Offerings On July 15, 2014, the Company completed a follow-on offering (the "Follow-on Offering") of 5,520,000 shares of Class A Common Stock at a price to the public of $18.50 per share, of which 4,371,893 shares were issued and sold by the Company and 1,148,107 shares were sold by selling stockholders. This included 538,252 shares issued and sold by the Company and 181,748 shares sold by selling stockholders pursuant to the over-allotment option granted to the underwriters, which was exercised concurrently with the closing of the Follow-on Offering.The aggregate gross proceeds from the Follow-on Offering was $102,120 . Of these proceeds, the Company received $76,836 and the selling stockholders received $20,178 , after deducting $5,106 in underwriting discounts and commissions. All the proceeds from the Follow-on Offering were used to purchase LLC Units directly from the holders of LLC Units. On March 13, 2015, the Company commenced an offer to purchase up to $70,000 in value of shares of its Class A Common Stock, including shares of Class A Common Stock issued upon exchange of LLC Units, for cash by means of a “modified Dutch auction” tender offer (the “Tender Offer”). Pursuant to the Tender Offer, holders could tender all or a portion of their shares of Class A Common Stock (1) at a price specified by the tendering stockholder of not less than $21.00 and not more than $23.50 per share of Class A Common Stock, or (2) without specifying a purchase price, in which case their shares of Class A Common Stock would be purchased at the purchase price determined in accordance with the terms of the Offer. Upon completion of the Tender Offer, on April 15, 2015, the Company purchased 3,333,333 shares of Class A Common Stock, including 2,602,923 Class A Common Stock issued upon the exchange of LLC Units, at a purchase price of $21.00 per share. The Company funded the purchase price, including the related fees and expenses of approximately $1,523 , with borrowings under its Amended and Restated Credit Agreement which was entered into on April 2, 2015. Refer to Note 12 for more information on the Tender Offer. On May 27, 2015, the Company completed a secondary offering of 3,996,255 shares of its Class A Common Stock, including 2,967,267 shares of Class A Common Stock that were issued upon exchange of LLC Units, at a price to the public of $19.05 per share, after deducting underwriters discounts and commissions, all of which were sold by selling stockholders (the “Secondary Offering”). In addition, this included 521,250 shares issued and sold by selling stockholders pursuant to the over-allotment option granted to the underwriters, which was exercised concurrently with the closing of the Secondary Offering. The Company did not sell any shares of Common Stock in the public offering and did not receive any proceeds. Refer to Note 12 for more information on the Secondary Offer. Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP"). Certain reclassifications have been made to the prior period presentation to conform to the current period presentation. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted. Principles of Consolidation The accompanying consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and such differences could be material. Foreign Currency Translation The functional currency for the Company's consolidated foreign subsidiary is the applicable local currency. The assets and liabilities are translated at the foreign exchange rate in effect at the applicable reporting date, and the condensed consolidated statements of operations and comprehensive income (loss) and cash flows are translated at the average exchange rate in effect during the applicable period. Exchange rate fluctuations on translating the foreign currency financial statements into U.S. dollars that result in unrealized gains or losses are referred to as translation adjustments. Cumulative translation adjustments are reflected as a component of "Accumulated other comprehensive loss," in the stockholders' equity section of the accompanying condensed consolidated balance sheets and periodic changes are included in comprehensive income (loss). Comprehensive Income (Loss) Components of comprehensive income (loss) include net income (loss) and foreign currency translation adjustments. The Company has chosen to disclose comprehensive income (loss) in a single continuous statement of operations and comprehensive income (loss). Segment Reporting The Company reports its results of operations under two reportable segments called the U.S. and Australia based on their respective manufacturing footprints. Each segment participates in the manufacturing, distribution, marketing and sale of performance sport boats. The U.S. operating segment primarily serves markets in North America, South America, Europe, and Asia while the Australia operating segment principally serves the Australian and New Zealand markets. Certain Significant Risks and Uncertainties The Company is subject to those risks common in manufacturing-driven markets, including, but not limited to, competitive forces, dependence on key personnel, consumer demand for its products, the successful protection of its proprietary technologies, compliance with government regulations and the possibility of not being able to obtain additional financing if and when needed. Concentration of Credit and Business Risk A majority of the Company’s sales are made pursuant to floor plan financing programs in which the Company participates on behalf of its dealers through a contingent repurchase agreement with various third-party financing institutions. Under these arrangements, a dealer establishes a line of credit with one or more of these third-party lenders for the purchase of dealer boat inventory. When a dealer purchases and takes delivery of a boat pursuant to a floor plan financing arrangement, it draws against its line of credit and the lender pays the invoice cost of the boat directly to the Company within approximately two weeks. For dealers that use local floor plan financing programs or pay cash, the Company may extend credit without collateral under the dealer agreement based on the Company’s evaluation of the dealer’s credit risk and past payment history. The Company maintains allowances for potential credit losses that it believes are adequate. Refer to Note 1 “Trade Accounts Receivable” for factors considered in determining the Company’s allowance for doubtful accounts. As of June 30, 2015 (unaudited), the Company’s distribution channel consisted of 178 independent dealers worldwide. No single dealer accounted for more than 4.7% of the Company’s unit volume for the fiscal years ended June 30, 2015 , 2014 , or 2013 . The Company’s top ten dealers represented 33.7% , 34.1% , and 36.1% , of the Company’s volume for the fiscal years ended June 30, 2015 , 2014 , or 2013 , respectively. Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash equivalents. Cash equivalents are stated at cost, which approximates fair value. As of June 30, 2015 and 2014 , no highly liquid investments were held and the entire balance consists of traditional cash. At June 30, 2015 and 2014 , substantially all cash on hand was held by one financial institution. This cash on deposit may be, at times, in excess of insurance limits provided by the FDIC. Trade Accounts Receivable Trade receivables are carried at original invoice amount less an estimate made for doubtful receivables based on a review of all outstanding amounts on a monthly basis. As of June 30, 2015 and 2014 , the allowance for doubtful receivables was $80 and $123 , respectively. Management determines the allowance for doubtful accounts by identifying troubled accounts and by using historical experience applied to an aging of accounts. Trade receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. A trade receivable is considered to be past due if any portion of the receivable balance is outstanding beyond customer terms. Inventories Inventories are stated at the lower of cost or market, determined on the first in, first out (“FIFO”) basis. Manufacturing cost includes materials, labor and manufacturing overhead. Unallocated overhead and abnormal costs are expensed as incurred. Capitalization of Offering Costs Capitalized offering costs are costs directly attributable to the Company's shelf registration statement and equity offerings. For the fiscal year ending June 30, 2014 , they were related to the Company's IPO. As of June 30, 2015 and 2014 , $108 and $644 of costs directly attributable to the Company's shelf registration statement and equity offerings, were capitalized as prepaid assets. Upon closing of the offerings, these costs are netted against the proceeds and, as such, are reclassified into additional paid in capital. For the fiscal years ended June 30, 2015 and 2014 , capitalized offering costs of $1,498 and $1,550 were netted against the proceeds of the Company's equity offerings. Remaining costs attributable to the Company's shelf registration statement will be netted against the proceeds of future offerings under the shelf registration statement based on the number of shares sold in the offering and total number of shares available for issuance under the shelf registration statement. Refer to Note 12 for additional information regarding the Company's equity offerings. Property and Equipment Property and equipment acquired outside of acquisition are stated at cost. When property and equipment is retired or otherwise disposed of, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is accounted for in the statement of operations and comprehensive income (loss). Major additions are capitalized; maintenance, repairs and minor improvements are charged to operating expenses as incurred if they do not increase the life or productivity of the related capitalized asset. Depreciation on leasehold improvements is computed using the straight-line method based on the lesser of the remaining lease term or the estimated useful life and depreciation of equipment is computed using the straight-line method over the estimated useful life as follows: Years Leasehold improvements Shorter of useful life or lease term Machinery and equipment 3-5 Furniture and fixtures 3-5 The Company accounts for the impairment and disposition of long-lived assets in accordance with ASC Topic 360, “Property, Plant, and Equipment”. In accordance with ASC Topic 360, long-lived assets to be held are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable. The Company periodically reviews for any indicators and, if indicators are present, tests the carrying value of long-lived assets, assessing their net realizable values based on estimated undiscounted cash flows over their remaining estimated useful lives. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. No impairment charges were recorded for the fiscal years ended June 30, 2015 , 2014 and 2013 in the Company’s consolidated financial statements. Goodwill Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Goodwill amounts are not amortized, but rather are evaluated for potential impairment on an annual basis, as of June 30, unless circumstances indicate the need for impairment testing between the annual tests in accordance with the provisions of ASC Topic 350, “Intangibles—Goodwill and Other.” If this assessment indicates the possibility of impairment, the income approach to test for goodwill impairment would be used unless circumstances indicate that a better estimate of fair value was available. Under the income approach, management calculates the fair value of its reporting units based on the present value of estimated future cash flows. If the fair value of an individual reporting unit exceeds the carrying value of the net assets including goodwill assigned to that unit, goodwill is not impaired. If the carrying value of the reporting unit’s net assets including goodwill exceeds the fair value of the reporting unit, then management determines the implied fair value of the reporting unit’s goodwill. If the carrying value of the reporting unit’s goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference. The Company did not recognize any goodwill impairment charges in the fiscal years ended June 30, 2015 , 2014 and 2013 . Intangible Assets Intangible assets consist primarily of relationships, reacquired franchise rights, product trade names, legal and contractual rights surrounding a patent and a non-compete agreement. These assets are recorded at their estimated fair values at the acquisition dates using the income approach. These assets are being amortized using straight-line method based on their estimated useful lives ranging from eight to 15 years. The estimated useful lives of acquired dealer relationships consider the average length of dealer relationships at the time of acquisition, historical rates of dealer attrition and retention, the Company’s history of renewal and extension of dealer relationships, as well as competitive and economic factors resulting in a range of useful lives. The useful life of reacquired franchise rights is based on the remainder of the contractual term of the Licensee's exclusive manufacturing and distributors agreement with the Company. The estimated useful lives of the Company’s product trade names are based on a number of factors including technological obsolescence and the competitive environment. The estimated useful lives of legal and contractual rights are estimated based on the benefits that the patent provides for its remaining terms unless competitive, technological obsolescence or other factors indicate a shorter life. The useful life of the non-compete agreement is based on a ten-year agreement entered into by the Company and former owner of the Licensee as part of the acquisition. Management, assisted by third-party valuation specialists, determined the estimated fair values of separately identifiable intangible assets at the date of acquisition under the income approach. Significant data and assumptions used in the valuations included cost, market and income comparisons, discount rates, royalty rates and management forecasts. Discount rates for each intangible asset were selected based on judgment of relative risk and approximate rates of returns investors in the subject assets might require. The royalty rates were developed using weighted average rates, which were based on projected sales and profits of products sold and management’s assessment of the intangibles’ importance to the sales and profitability of the product. Management provided forecasts of financial data pertaining to assets, liabilities and income statement balances to be utilized in the valuations. While management believes the assumptions, estimates, appraisal methods and ensuing results are appropriate and represent the best evidence of fair value in the circumstances, modification or use of other assumptions or methods could have yielded different results. The carrying amount of intangible assets are reviewed whenever circumstances arise that indicate the carrying amount of an asset may not be recoverable. The carrying value of these assets is compared to the undiscounted future cash flows the assets are expected to generate. If the asset is considered to be impaired, the carrying value is compared to the fair value and this difference is recognized as an impairment loss. There was no impairment loss recognized on intangible assets for the fiscal years ended June 30, 2015 , 2014 and 2013 . Treasury Share Retirement In connection with the Tender Offer completed on April 15, 2015, the Company repurchased 3,333,333 shares of Class A Common Stock and subsequently retired those shares. The Company accounts for acquisition of treasury stock under the cost method. When treasury shares are retired, the Company's policy is to allocate the excess of the repurchase price over the par value of shares acquired to both accumulated earnings and additional paid in capital on a pro rata basis, determined by dividing the number of shares to be retired by the number of shares issued. Income Taxes Malibu Boats, Inc. is taxed as a C corporation for U.S. income tax purposes and is therefore subject to both federal and state taxation at a corporate level. Following the IPO, the LLC continues to operate in the United States as a partnership for U.S. federal income tax purposes. The Company files various federal and state tax returns, including some returns that are consolidated with subsidiaries. The Company accounts for the current and deferred tax effects of such returns using the asset and liability method. Significant judgments and estimates are required in determining the Company's current and deferred tax assets and liabilities, which reflect management's best assessment of the estimated future taxes it will pay. These estimates are updated throughout the year to consider income tax return filings, its geographic mix of earnings, legislative changes and other relevant items. The Company recognizes deferred tax assets and liabilities based on the differences between the financial statement carrying amounts of assets and liabilities and the amounts applicable for income tax purposes. Deferred tax assets represent items to be realized as a tax deduction or credit in future tax returns. Realization of the deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character in either the carryback or carryforward period. Each quarter the Company analyzes the likelihood that its deferred tax assets will be realized. A valuation allowance is recorded if, based on the weight of all available positive and negative evidence, it is more likely than not (a likelihood of more than 50%) that some portion, or all, of a deferred tax asset will not be realized (see Note 11). On an annual basis, the Company performs a comprehensive analysis of all forms of positive and negative evidence based on year end results. During each interim period, the Company updates its annual analysis for significant changes in the positive and negative evidence. If the Company later determines that realization is more likely than not for deferred tax assets with a valuation allowance, the related valuation allowance will be reduced. Conversely, if the Company determines that it is more likely than not that the Company will not be able to realize a portion of our deferred tax assets, the Company will increase the valuation allowance. The Company recognizes a tax benefit associated with an uncertain tax position when, in its judgment, it is more likely than not that the position will be sustained based upon the technical merits of the position. For a tax position that meets the more-likely-than-not recognition threshold, the Company initially and subsequently measures the income tax benefit as the largest amount that it judges to have a greater than 50% likelihood of being realized. The liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The Company's income tax provision includes the net impact of changes in the liability for unrecognized tax benefits. The Company has filed initial returns that reflect no taxable income in applicable jurisdictions for the period ending June 30, 2014, which remains open to examination. Its subsidiaries, Malibu Boats Holdings, LLC and Malibu Boats Pty Ltd., remain open to examination for years 2011 through 2014 in certain tax jurisdictions. While it is often difficult to predict the final outcome or the timing of resolution of any particular tax matter, the Company believes its liability for unrecognized tax benefits is adequate. The Company considers an issue to be resolved at the earlier of the issue being “effectively settled,” settlement of an examination, or the expiration of the statute of limitations. Upon resolution, unrecognized tax benefits will be reversed as a discrete event. The Company's liability for unrecognized tax benefits is generally presented as noncurrent. However, if it anticipates paying cash within one year to settle an uncertain tax position, the liability is presented as current. The Company classifies interest and penalties recognized on the liability for unrecognized tax benefits as income tax expense. Tax Receivable Agreement As a result of exchanges of LLC Units into Class A Common Stock and purchases by the Company of LLC Units from holders of LLC Units, the Company will become entitled to a proportionate share of the existing tax basis of the assets of the LLC at the time of such exchanges or purchases. In addition, such exchanges or purchases of LLC Units are expected to result in increases in the tax basis of the assets of the LLC that otherwise would not have been available. These increases in tax basis may reduce the amount of tax that the Company would otherwise be required to pay in the future. These increases in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. In connection with the Recapitalization and IPO, the Company entered into a tax receivable agreement with the pre-IPO owners of the LLC that provides for the payment by the Company to the pre-IPO owners (or any permitted assignees) of 85% of the amount of the benefits, if any, that the Company deems to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits, including those attributable to payments, under the tax receivable agreement. These payment obligations are the Company's obligations and are not obligations of the LLC. For purposes of the tax receivable agreement, the benefit deemed realized by the Company will be computed by comparing its actual income tax liability (calculated with certain assumptions) to the amount of such taxes that it would have been required to pay had there been no increase to the tax basis of the assets of the LLC as a result of the purchases or exchanges, and had the Company not entered into the tax receivable agreement. The timing and/or amount of aggregate payments due under the tax receivable agreement may vary based on a number of factors, including the amount and timing of the taxable income the Company generates in the future and the tax rate then applicable and amortizable basis. The term of the tax receivable agreement will continue until all such tax benefits have been utilized or expired, unless the Company exercises its right to terminate the tax receivable agreement for an amount based on the agreed payments remaining to be made under the agreement. In certain mergers, asset sales or other forms of business combinations or other changes of control, the Company (or its successor) would owe to the pre-IPO owners of the LLC (or any permitted assignees) a lump-sum payment equal to the present value of all forecasted future payments that would have otherwise been made under the tax receivable agreement that would be based on certain assumptions, including a deemed exchange of all LLC Units and that the Company would have had sufficient taxable income to fully utilize the deductions arising from the increased tax basis and other tax benefits related to entering into the tax receivable agreement. Revenue Recognition The Company generally manufactures products based on specific orders from dealers and often ships completed products only after receiving credit approval from financial institutions. Revenue is primarily recorded when all of the following conditions have been met: • an order for a product has been received; • a common carrier signs the delivery ticket accepting responsibility for the product; and • the product is removed from the Company’s property for delivery. These conditions are generally met when title passes, which is when boats are shipped to dealers in accordance with shipping terms, which are primarily free on board shipping point. Dealers generally have no rights to return unsold boats. From time to time, however, the Company may accept returns in limited circumstances and at the Company’s discretion under its warranty policy, which generally limits returns to instances of manufacturing defects. The Company estimates the costs that may be incurred under its basic limited warranty and records as a liability the amount of such costs at the time the product revenue is recognized. The Company may be obligated, in the event of default by a dealer, to accept returns of unsold boats under its repurchase commitment to floor financing providers, who are able to obtain such boats through foreclosure. The Company accrues estimated losses when a loss, due to the default of one of its dealers, is determined to be probable and the amount of the loss is reasonably estimable. Refer to Note 8 and Note 15 related to the Company’s product warranty and repurchase commitment obligations, respectively. Revenue from boat part sales is recorded as the product is shipped from the Company’s location, which is free on board shipping point. Revenue associated with sales of materials, parts, boats or engine products sold under the Company’s exclusive manufacturing and distribution agreement with its acquired Australian licensee are eliminated in consolidation. Revenue associated with sales to the independent representative responsible for international sales is recognized in accordance with free on board shipping point terms, the point at which the risks of ownership and loss pass to the representative. A fixed percentage discount is earned by the independent representative at the time of shipment to the representative as a reduction in the price of the boat and is recorded in the Company's consolidated statement of operations as a reduction in sales. The Company entered into a license agreement with Nautique on February 6, 2015 at the same time as the settlement of litigation with Nautique (see Note 15) and earns royalties on boats shipped with the Company's proprietary wake surfing technology. Royalty income earned is recorded in net sales in the Company's consolidated statement of operations. Delivery Costs Shipping and freight costs are included in cost of goods sold in the accompanying consolidated statements of operations and comprehensive income (loss). Rebates, Promotions, Floor Financing and Incentives The Company provides for various structured dealer rebate and sales promotions incentives, which are recognized as a reduction in net sales, at the time of sale to the dealer. Examples of such programs include rebates, seasonal discounts, promotional co-op arrangements and other allowances. Dealer rebates and sales promotion expenses are estimated based on current programs and historical achievement and/or usage rates. Actual results may differ from these estimates if market conditions dictate the need to enhance or reduce sales promotion and incentive programs or if dealer achievement or other items vary from historical trends. Free floor financing incentives include payments to the lenders providing floor plan financing to the dealers or directly to the dealers themselves. Free floor financing incentives are estimated at the time of sale to the dealer based on the expected expense to the Company over the term of the free flooring period, ending in April each year, and are recognized as a reduction in sales. The Company accounts for both incentive payments directly to dealers and payment to third party lenders in this manner. Changes in the Company’s accrual for dealer rebates were as follows: As of June 30, 2015 2014 Balance at beginning of year $ 2,404 $ 2,709 Add: Additions to dealer rebate incentive provision 5,846 4,511 Less: Dealer rebates paid (5,085 ) (4,816 ) Balance at end of year $ 3,165 $ 2,404 Changes in the Company’s accrual for flooring financing were as follows: As of June 30, 2015 2014 Balance at beginning of year $ — $ — Add: Additions to flooring provision 2,813 2,197 Less: Flooring paid (2,813 ) (2,197 ) Balance at end of year $ — $ — Accrued Expenses The Company’s accrued expenses primarily consist of estimates for dealer rebates, promotions, floor financing, and incentives (see above), product warranties (refer to Note 8 for more information), litigation settlement payable (refer to Note 15 for additional information), interest on the Company's new term loan entered into on April 2, 2015 (refer to Note 9 for additional information) as well as normal obligations for compensation related costs and legal and professional fees. Derivative Instruments The Company follows the guidance set forth in ASC Topic 815, “Derivatives and Hedging,” which requires that an entity recognize all derivatives as either assets or liabilities |
Recapitalization and Initial Pu
Recapitalization and Initial Public Offering | 12 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Recapitalization and Initial Public Offering | Recapitalization and Initial Public Offering Recapitalization Immediately prior to the closing of the Company’s IPO on February 5, 2014, a new single class of LLC Units of the LLC was allocated among the pre-IPO owners of the LLC in exchange for their prior membership interests of the LLC pursuant to the distribution provisions of the former limited liability company agreement of the LLC based upon the liquidation value of the LLC, assuming it was liquidated at the time of the IPO with a value implied by the IPO price of the shares of Class A Common Stock sold in the IPO. Immediately prior to the closing of the IPO, there were 17,071,424 LLC Units issued and outstanding. In addition, 34 shares of Class B Common Stock were issued, one to each existing LLC Unit holders. Further, on February 4, 2014, prior to the closing of the IPO, two holders of membership interests in the LLC merged with and into two newly formed subsidiaries of Malibu Boats, Inc. As a result of these mergers, the sole stockholders of each of the two merging entities received shares of Class A Common Stock in exchange for shares of capital stock of the merging entities. Also, the Company redeemed for nominal consideration the initial 100 shares of Class A Common Stock issued to the Company's initial stockholder in connection with its formation. The foregoing transactions are referred to as the “Recapitalization.” The Company accounted for the Recapitalization as a non-substantive transaction in a manner similar to a transaction between entities under common control pursuant to ASC 805, "Business Combinations". Accordingly, after the Recapitalization, the assets and liabilities of the Company are reflected at their carryover basis. The acquisition of LLC units from the LLC Unit holders is accounted for under the general guidance of ASC Topic 810, "Consolidation" , and ASC Topic 740, "Income Taxes", for transactions with noncontrolling shareholders, which states that the direct tax effects of a transaction with noncontrolling parties should be accounted for within equity. IPO On February 5, 2014, the Company completed its IPO of 8,214,285 shares of Class A Common Stock at a price to the public of $ 14.00 per share for aggregate gross proceeds of $115,000 . Of these proceeds, the Company received $ 99,512 and the selling shareholders received $7,438 after underwriting discounts and commissions of $8,050 . Of the shares of Class A Common Stock sold to the public, 7,642,996 shares were issued and sold by the Company and 571,289 shares were sold by selling stockholders. This included 899,252 shares issued and sold by the Company and 172,175 shares sold by selling stockholders pursuant to the over-allotment option granted to the underwriters, which was exercised concurrently with the closing of the IPO. The Company used $ 69,750 of the net proceeds from the IPO to purchase LLC Units from the LLC and caused the LLC to use these proceeds (i) to pay down all of the amounts owed under the LLC’s credit facilities and term loans in an amount equal to $63,410 , (ii) to pay Malibu Boats Investor, LLC, an affiliate of the LLC, a fee of $3,750 upon the consummation of the IPO in connection with the termination of the LLC’s management agreement, and (iii) for general corporate purposes with the remaining amount of approximately $2,700 . The Company used all of the remaining net proceeds from the IPO, or $29,762 , to purchase LLC Units from the existing owners of the LLC at a purchase price equal to the initial public offering price per share of Class A Common Stock in the IPO, after deducting underwriting discounts and commissions. In connection with the repayment of the LLC’s credit facilities and term loans, debt issuance costs associated with the term loans were written off to interest expense. First Amended and Restated Limited Liability Company Agreement In connection with the Recapitalization and IPO, the Company became the sole managing member of the LLC and, through the LLC, operates the business of the LLC. Accordingly, although the Company acquired a 49.3 % economic interest in the LLC immediately following the closing of the IPO, the Company has 100 % of the voting power and controls the management of the LLC. Holders of LLC Units generally do not have voting rights under the first amended and restated limited liability company agreement of the LLC, as amended (the “LLC Agreement”). Net profits and net losses of the LLC will generally be allocated to the LLC’s members (including the Company) pro rata in accordance with the percentages of their respective limited liability company interests. The LLC Agreement provides for cash distributions to the holders of LLC Units if the Company determines that the taxable income of the LLC will give rise to taxable income for its members. In accordance with the LLC Agreement, the Company intends to cause the LLC to make cash distributions to holders of LLC Units for purposes of funding their tax obligations in respect of the income of the LLC that is allocated to them. Exchange Agreement In connection with the Recapitalization and IPO, the Company entered into an exchange agreement (the “Exchange Agreement”) with the pre-IPO owners of the LLC, several of whom are directors and/or officers of the Company. Under the Exchange Agreement, each pre-IPO owner of the LLC (and certain permitted transferees thereof) has the right to exchange its LLC Units for shares of Class A Common Stock of the Company on a one -for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications, or at the Company's option, except in the event of a change in control, for a cash payment equal to the market value of the Class A Common Stock. The Exchange Agreement provides, however, that such exchanges must be for a minimum of the lesser of 1,000 LLC Units, all of the LLC Units held by the holder, or such amount as we determine to be acceptable. Further, the Exchange Agreement provides that LLC members do not have the right to exchange LLC Units if the Company determines that such exchange would be prohibited by law or regulation or would violate other agreements with the Company to which the LLC member may be subject or any of the Company's written policies related to unlawful or insider trading. The Exchange Agreement also provides that the Company may impose additional restrictions on exchanges that it determines to be necessary or advisable so that the LLC is not treated as a “publicly traded partnership” for U.S. federal income tax purposes. In addition, pursuant to the LLC Agreement, the Company as managing member of the LLC, has the right to require all members of the LLC to exchange their LLC Units for Class A Common Stock in accordance with the terms of the Exchange Agreement, subject to the consent of the holders of a majority of outstanding LLC Units other than those held by the Company. Tax Receivable Agreement As a result of exchanges of LLC Units into Class A Common Stock and purchases by the Company of LLC Units from holders of LLC Units, the Company will become entitled to a proportionate share of the existing tax basis of the assets of the LLC at the time of such exchanges or purchases. In addition, such exchanges and purchases of LLC Units are expected to result in increases in the tax basis of the assets of the LLC that otherwise would not have been available. These increases in tax basis may reduce the amount of tax that the Company would otherwise be required to pay in the future. These increases in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. In connection with the Recapitalization and IPO, the Company entered into a tax receivable agreement (the “Tax Receivable Agreement”) with the pre-IPO owners of the LLC that provides for the payment by the Company to the pre-IPO owners (or their permitted assignees) of 85% of the amount of the benefits, if any, that the Company is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to the Company entering into the Tax Receivable Agreement, including those attributable to payments under the Tax Receivable Agreement. These payment obligations are obligations of the Company and not of the LLC. For purposes of the Tax Receivable Agreement, the benefit deemed realized by the Company will be computed by comparing the actual income tax liability of the Company (calculated with certain assumptions) to the amount of such taxes that the Company would have been required to pay had there been no increase to the tax basis of the assets of the LLC as a result of the purchases or exchanges, and had the Company not entered into the Tax Receivable Agreement. The Tax Receivable Agreement further provides that, upon certain mergers, asset sales or other forms of business combinations or other changes of control, the Company (or its successor) would owe to the pre-IPO owners (or any permitted assignees) of the LLC a lump-sum payment equal to the present value of all forecasted future payments that would have otherwise been made under the Tax Receivable Agreement that would be based on certain assumptions, including a deemed exchange of LLC Units and that the Company would have sufficient taxable income to fully utilize the deductions arising from the increased tax basis and other tax benefits related to entering into the Tax Receivable Agreement. The Company also is entitled to terminate the Tax Receivable Agreement, which, if terminated, would obligate the Company to make early termination payments to the pre-IPO owners of the LLC. In addition, a pre-IPO owner may elect to unilaterally terminate the Tax Receivable Agreement with respect to such pre-IPO owner, which would obligate the Company to pay to such existing owner certain payments for tax benefits received through the taxable year of the election. Capitalization of Offering Costs Capitalized offering costs include costs directly attributable to the IPO. Prior to the IPO, we had capitalized approximately $1,498 of offering costs as prepaid assets. Upon closing of the IPO on February 5, 2014, these costs were netted against the proceeds of the IPO and, as such, were reclassified into additional paid in capital. |
Non-controlling interest
Non-controlling interest | 12 Months Ended |
Jun. 30, 2015 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interest | Non-controlling Interest The non-controlling interest on the consolidated statement of operations and comprehensive income (loss) represents the portion of earnings or loss attributable to the economic interest in the Company's subsidiary, Malibu Boats Holdings, LLC, held by the non-controlling LLC Unit holders. Non-controlling interest on the consolidated balance sheets represents the portion of net assets of the Company attributable to the non-controlling LLC Unit holders, based on the portion of the LLC Units owned by such Unit holders. The ownership of Malibu Boats Holdings, LLC is summarized as follows: As of June 30, 2015 As of June 30, 2014 Units Ownership % Units Ownership % Non-controlling LLC unit holders ownership in Malibu Boats Holdings, LLC 1,419,094 7.4 % 11,373,737 50.7 % Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC 17,858,726 92.6 % 11,064,201 49.3 % 19,277,820 100.0 % 22,437,938 100.0 % Balance of non-controlling interest as of June 30, 2014 $ 8,801 Allocation of income to non-controlling LLC Unit holders for period 8,522 Distributions paid and payable to non-controlling LLC Unit holders for period (1,738 ) Balance of non-controlling interest as of June 30, 2015 $ 15,585 Issuance of Additional LLC Units Under the LLC Agreement, the Company is required to cause the LLC to issue additional LLC Units to the Company when the Company issues additional shares of Class A Common Stock. Other than in connection with the issuance of Class A Common Stock in connection with an equity incentive program, the Company must contribute to the LLC net proceeds and property, if any, received by the Company with respect to the issuance of such additional shares of Class A Common Stock. The Company shall cause the LLC to issue a number of LLC Units equal to the number of shares of Class A Common Stock issued such that, at all times, the number of LLC Units held by the Company equals the number of outstanding shares of Class A Common Stock. During the fiscal year ended June 30, 2015 , the LLC issued a total of 173,215 LLC Units to the Company in connection with the Company's issuance of Class A Common Stock to a non-employee director for his services, certain employees under the equity incentive program and to the former owner of Malibu Boats Pty. Ltd. as equity consideration for the acquisition of the Australian licensee. On April 15, 2015, 3,333,333 LLC Units were canceled in connection with the purchase and retirement of 3,333,333 treasury shares upon completion of the Company's Tender Offer. Refer to Note 12 for more information. Distributions and Other Payments to Non-controlling Unit Holders Distributions for Taxes As a limited liability company (treated as a partnership for income tax purposes), Malibu Boats Holdings, LLC does not incur significant federal, state or local income taxes, as these taxes are primarily the obligations of its members. As authorized by the LLC Agreement, the LLC is required to distribute cash, to the extent that the LLC has cash available, on a pro rata basis, to its members to the extent necessary to cover the members’ tax liabilities, if any, with respect to their share of LLC earnings. The LLC makes such tax distributions to its members based on an estimated tax rate and projections of taxable income. If the actual taxable income of the LLC multiplied by the estimated tax rate exceed the tax distributions made in a calendar year, the LLC may make true-up distributions to its members, if cash or borrowings is available for such purposes. As of June 30, 2015 and 2014 , tax distributions payable to non-controlling LLC Unit holders were $147 and $2,008 , respectively. Tax distributions paid to the non-controlling LLC Unit holders for the fiscal years ended June 30, 2015 , 2014 , and 2013 were $3,630 , $11,457 , and $12,347 , respectively. Other Distributions Pursuant to the LLC Agreement, the Company has the right to determine when distributions will be made to LLC members and the amount of any such distributions. If the Company authorizes a distribution, such distribution will be made to the members of the LLC (including the Company) pro rata in accordance with the percentages of their respective LLC units. |
Acquisition
Acquisition | 12 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On October 23, 2014, the Company acquired all of the outstanding shares of Malibu Boats Pty Ltd., the Company's exclusive licensee in Australia since 1995. The Licensee had the exclusive right to manufacture and distribute Malibu and Axis products and spare parts in Australia and New Zealand. The acquisition provides direct control of the Company's brand worldwide and provides it with a strong footprint for future growth internationally in Asia. The aggregate purchase price for the transaction was $16.1 million , consisting of $13.3 million in cash and $2.8 million in equity equal to 170,889 shares of the Company's Class A Common Stock based on a closing stock price of $17.11 per share. Under the share sale agreement, the number of shares issued was based on the average closing price of shares of the Class A Common Stock for the 20 days immediately prior to, but not including, the closing date of the acquisition. Of the consideration paid in stock, 71.43% is restricted from sale for a period of 2 years from the acquisition date. The Company funded a portion of the purchase price payable in cash with additional borrowings under its revolving credit facility. The Company accounted for the transaction in accordance with ASC 805, Business Combinations. The total consideration given to the former owner of the Licensee has been allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the date of the acquisition utilizing the assistance of third party valuation specialists. The following table summarizes the purchase price allocation based on the fair values of the assets acquired and liabilities of the Licensee assumed at the acquisition date: Consideration: Cash consideration paid $ 13,305 Equity consideration paid 1 2,837 Fair value of total consideration transferred $ 16,142 Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value: Cash $ 1,642 Accounts receivable 878 Inventories 5,023 Other current assets 195 Net property, plant, and equipment 1,191 Identifiable intangible assets 4,558 Other assets 45 Current liabilities (3,908 ) Deferred tax liabilities (1,407 ) Other liabilities (34 ) Fair value of assets acquired and liabilities assumed $ 8,183 Goodwill 7,959 Total purchase price $ 16,142 1 In accordance with ASC Topic 820, the fair value of the equity consideration paid reflects a discount to take into account the effect of the 2 year sale restriction on 71.43% of the consideration paid in stock. The measurement period adjustment of $87 was made in the fourth quarter of fiscal 2015 which also reduced goodwill. The fair value estimates for the Company's identifiable intangible assets acquired as part of the acquisition are as follows: Estimates of Fair Value Estimated Useful Life (in years) Reacquired franchise rights $ 1,579 5 Dealer relationships 2,808 15 Non-compete agreement 61 10 Backlog 110 0.3 Total $ 4,558 The value allocated to inventories reflects the estimated fair value of the acquired inventory based on the expected sales price of the inventory, less an estimated cost to complete and a reasonable profit margin. The fair value of the identifiable intangible assets were determined based on the following approaches: Reacquired Franchise Rights - The reacquired franchise rights intangible asset represents the value assigned to the remainder of the contractual term of the Licensee's exclusive manufacturing and distributors agreement with the Company and was determined using the multi-period excess earnings method under the income approach. No gain or loss was recognized on the reacquisition of the Company's franchise rights. Dealer Relationships - The value associated with the Licensee's dealer relationships is attributed to its long standing dealer distribution network. The estimate of fair value assigned to this asset was determined using the income approach, which requires an estimate or forecast of the expected future cash flows from the dealer relationships through the application of the distributor method under the multi-period excess earnings approach. Non-compete - As part of the acquisition, the Licensee entered into a ten-year non-compete agreement with its former owner. The fair value of the non-compete agreement was determined using the with or without method under the income approach which discounted future cash flows attributable to unfavorable impact of the agreement had it not been in place. Backlog - Backlog relates to the value of orders not yet shipped by Licensee at the acquisition date, and the fair values were based on an excess earnings approach associated with those orders. Backlog related assets are being recognized commensurate with recognition of the revenue for the orders on which the backlog intangible assets were determined. The fair value of these intangible assets are being amortized using a straight-line method to general and administrative expenses over their estimated useful lives. The weighted average useful life of identifiable intangible assets acquired was 11.1 years . Goodwill of $7,959 arising from the acquisition consists of expected synergies and cost savings as well as intangible assets that do not qualify for separate recognition, such as assembled workforce, and was allocated to the Company’s Australian operating segment. None of the goodwill is expected to be deductible for income tax purposes. Acquisition-related costs of $824 , all of which were incurred by the Company in fiscal 2015, were expensed in the periods prior to the acquisition of Malibu Boats Pty Ltd., and are included in selling, general and administrative expenses in the consolidated statement of operations and comprehensive income (loss) for the fiscal year ended June 30, 2015 . Net sales of $14,919 and net income after taxes of $201 attributable to the Licensee are included in the consolidated statements of operations and comprehensive income (loss) for the period from the acquisition date through June 30, 2015 . Pro Forma Financial Information (unaudited): The following unaudited pro forma financial consolidated results of operations for the fiscal years ended June 30, 2015 and 2014 assume that the acquisition of Licensee had occurred as of July 1, 2013. The unaudited pro forma financial information combines historical results of Malibu with adjustments for depreciation and amortization attributable to fair value estimates on acquired tangible and intangible assets and eliminations of intercompany sales and cost of sales for the respective periods. Non-recurring pro forma adjustments associated with the fair value step up of inventory were included in the reported pro forma cost of sales and earnings. The unaudited pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal 2014 or of the results that may occur in the future: Fiscal Year Ended June 30, 2015 2014 Net sales $ 233,688 $ 205,866 Net income 24,174 1,700 Net income (loss) attributable to Malibu Boats, Inc. 15,463 (2,263 ) Basic earnings (loss) per share $ 0.98 $ (0.20 ) Diluted earnings (loss) per share $ 0.98 $ (0.20 ) |
Inventories
Inventories | 12 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories, net consisted of the following: As of June 30, 2015 As of June 30, 2014 Raw materials $ 15,990 $ 9,786 Work in progress 1,933 1,428 Finished goods 3,399 2,440 Inventory obsolescence reserve (929 ) (764 ) Net inventory $ 20,393 $ 12,890 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment, net consisted of the following: As of June 30, 2015 As of June 30, 2014 Land $ 254 $ 254 Leasehold improvements 4,527 2,039 Machinery and equipment 14,728 11,257 Furniture and fixtures 2,354 1,544 Construction in process 2,621 2,987 24,484 18,081 Less accumulated depreciation (9,538 ) (7,118 ) $ 14,946 $ 10,963 Depreciation expense was $2,427 , $ 1,600 and $1,090 for the fiscal years ended June 30, 2015 , 2014 and 2013 , respectively, substantially all of which was recorded in cost of goods sold. Sale-Leaseback Transaction In March 2008, the Company sold its two primary manufacturing and office facilities for a total of $18,250 , which resulted in a gain of $726 . Expenses incurred related to the sale were $523 . Simultaneous with the sale, the Company entered into an agreement to lease back the buildings for an initial term of 20 years . The net gain on this transaction of $203 has been deferred and is being amortized over the initial lease term. For the fiscal years ended June 30, 2015 , 2014 and 2013 , the realized gain recognized was $7 , $11 and $11 , respectively. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill for the fiscal year ended June 30, 2015 were as follows: Goodwill as of June 30, 2014 $ 5,718 Addition related to acquisition of Malibu Boats Pty. Ltd. 7,959 Effect of foreign currency changes on goodwill (1,012 ) Goodwill as of June 30, 2015 $ 12,665 The components of other intangible assets were as follows: June 30, 2015 June 30, 2014 Estimated Useful Life (in years) Weighted Average Remaining Useful Life (in years) Definite-lived intangibles: Reacquired franchise rights $ 1,378 $ — 5 4.6 Dealer relationships 29,842 27,392 8-15 14.3 Patent 1,386 1,386 12 3.1 Trade name 24,667 24,567 15 6.2 Non-compete agreement 54 — 10 9.6 Backlog 96 — 0.3 0.0 Total 57,423 53,345 Less: Accumulated amortization (43,428 ) (40,987 ) Total other intangible assets, net $ 13,995 $ 12,358 As a part of the acquisition of Malibu Boats Pty. Ltd., the Company acquired certain identifiable intangible assets including reacquired franchise rights, dealer relationships, a non-compete agreement, and backlog. At the acquisition date of October 23, 2014, the fair value of these intangibles assets were $4,558 . Refer to Note 4 for more information on the acquisition of Malibu Boats Pty. Ltd. On June 19, 2015, the Company acquired the Canadian trademark for Malibu Boats from a third party seller for a purchase price of $100 . The estimated fair value of trademark is being amortized on a straightline basis over an estimated useful life of 15 years. Amortization expense recognized on all amortizable intangibles was $2,463 , $5,177 and $5,178 for the fiscal years ended June 30, 2015 , 2014 and 2013 , respectively. Estimated future amortization expenses as of June 30, 2015 are as follows: Fiscal Year As of June 30, 2015 2016 $ 2,204 2017 2,204 2018 2,204 2019 2,098 2020 1,899 Thereafter 3,386 $ 13,995 |
Product Warranties
Product Warranties | 12 Months Ended |
Jun. 30, 2015 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | Product Warranties The Company provides a limited warranty for a period of up to three years for its Malibu brand boats and two years for its Axis products. The Company’s standard warranties require the Company or its dealers to repair or replace defective products during such warranty period at no cost to the consumer. The Company estimates the costs that may be incurred under its basic limited warranty and records as a liability in the amount of such costs at the time the product revenue is recognized. Factors that affect the Company’s warranty liability include the number of units sold, historical and anticipated rates of warranty claims and cost per claim. The Company assesses the adequacy of its recorded warranty liabilities by brand on a quarterly basis and adjusts the amounts as necessary. The Company utilizes historical trends and analytical tools to assist in determining the appropriate warranty liability. Changes in the Company's warranty liabilities due to improvements in the Company's experience and adjustments related to changes in estimates are included as adjustments to preexisting warranties presented in the table below and prior year amounts have been reclassified to conform to the current period presentation. Effective July 1, 2015, the Company began providing a limited warranty for a period up to five years for both Malibu and Axis brand boats. Changes in the Company’s product warranty liability were as follows: As of June 30, 2015 As of June 30, 2014 Balance at beginning of year $ 6,164 $ 5,658 Add: Additions to warranty provision 3,210 3,062 Additions for Australian acquisition 308 — Adjustments to preexisting warranties (514 ) (155 ) Less: Warranty claims paid (2,558 ) (2,401 ) Balance at end of year $ 6,610 $ 6,164 |
Financing
Financing | 12 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Financing | Financing Outstanding debt consisted of the following: As of June 30, 2015 As of June 30, 2014 Current maturities of long-term debt $ 6,500 $ — Long-term debt Term loan 72,000 — 78,500 — Less current maturities (6,500 ) — Total debt less current maturities $ 72,000 $ — Long-Term Debt Amended and Restated Line of Credit and Term Loan. On April 2, 2015, Malibu Boats, LLC entered into a credit agreement with a syndicate of banks led by SunTrust Bank that included a revolving credit facility and term loan (the “Amended and Restated Credit Agreement”). The proceeds from the Amended and Restated Credit Agreement were used to repurchase the Company's Class A Common Stock and refinance amounts outstanding under the previously existing revolving credit facility with the same bank. The obligations of Malibu Boats LLC under the Amended and Restated Credit Agreement are currently guaranteed by its parent, Malibu Boats Holdings, LLC, and its subsidiary, Malibu Boats Domestic International Sales Corp. Malibu Boats, Inc. is not a party to the Amended and Restated Credit Agreement. The lending arrangements are required to be guaranteed by the LLC and the present and future domestic subsidiaries of Malibu Boats, LLC and are secured by substantially all of the assets of the LLC, Malibu Boats, LLC and Malibu Domestic International Sales Corp., and those of any future domestic subsidiary pursuant to a security agreement. The revolving credit facility and term loan mature on April 2, 2020. The Amended and Restated Credit Agreement is comprised of a $25,000 revolving commitment, none of which was outstanding as of June 30, 2015 , and a $80,000 term loan, which is subject to quarterly installments of $1,500 per quarter until March 31, 2016, then $2,000 per quarter until March 31, 2019 and $2,500 per quarter thereafter. Borrowings under the Amended and Restated Credit Agreement bear interest at a rate equal to either, at the Borrower's option, (i) the highest of the prime rate, the Federal Funds Rate plus 0.5% , or one-month LIBOR plus 1% (the “Base Rate”) or (ii) LIBOR, in each case plus an applicable margin ranging from 1.00% to 1.75% with respect to Base Rate borrowings and 2.00% to 2.75% with respect to LIBOR borrowings. The applicable margin will be based upon the consolidated leverage ratio of the LLC and its subsidiaries calculated on a consolidated basis. The Borrower will also be required to pay a commitment fee for the unused portion of the revolving credit facility, which will range from 0.25% to 0.40% per annum, depending on the LLC’s and its subsidiaries’ consolidated leverage ratio. At June 30, 2015 , the interest rate on the term loan was 2.77% and the weighted average interest rate on the term loan was 3.08% for fiscal 2015 . The Company also has a swingline line of credit from SunTrust Bank in the principal amount of up to $5,000 due on or before April 2, 2020. Any amounts drawn under the swingline line of credit reduce the capacity under the revolving credit facility. As of June 30, 2015 , the Company had no outstanding balance under the swingline facility. Under the Amended and Restated Credit Agreement, the Company has the ability to issue letters of credit up to $5,000 , none of which was outstanding as of June 30, 2015 . This letter of credit availability may be reduced by borrowings under the revolving line of credit. The Company’s access to these letters of credit expires April 2, 2020 with the expiration of access to the revolving commitment. The Amended and Restated Credit Agreement permits prepayment without any penalties. It is also subject to prepayments from the net cash proceeds received by the Borrower of any guarantors from certain asset sales and recovery events, subject to certain reinvestment rights, and from excess cash flow, subject to the terms and conditions of the Amended and Restated Credit Agreement. It contains certain customary representations and warranties, and notice requirements for the occurrence of specific events such as the occurrence of any event of default, or pending or threatened litigation. The Amended and Restated Credit Agreement requires compliance with certain financial covenants that the Company believes are usual for facilities and transactions of this type, including a minimum ratio of EBITDA to fixed charges and a maximum ratio of total debt to EBITDA. The Amended and Restated Credit Agreement also contains certain restrictive covenants, which, among other things, place limits on the LLC's activities and those of its subsidiaries, the incurrence of additional indebtedness and additional liens on property and limit the future payment of dividends or distributions. For example, the Amended and Restated Credit Agreement generally prohibits the LLC, Malibu Boats, LLC and Malibu Domestic International Sales Corp. from paying dividends or making distributions, including to Malibu Boats, Inc. The Amended and Restated Credit Agreement permits, however, distributions based on a member’s allocated taxable income, distributions to fund payments that are required under the tax receivable agreement, payments pursuant to stock option and other benefit plans up to $2.0 million in any fiscal year, dividends and distributions within the loan parties and dividends payable solely in interests of classes of securities. In addition, the LLC may make dividends and distributions of up to $6.0 million in any fiscal year, subject to compliance with other financial covenants. The credit agreement specifies permitted liens, permitted investments and permitted debt. Affirmative covenants governing the timing of monthly, quarterly and annual financial reporting are also included in the credit agreement. In connection with the Amended and Restated Credit Agreement, the Company capitalized $1,224 in deferred financing costs. These costs were classified as other assets, net and are being amortized over the term of the Amended and Restated Credit Agreement into interest expense using the effective interest method. Former Revolving Line of Credit and Term Loan. On July 16, 2013, Malibu Boats, LLC entered into a credit agreement with a syndicate of banks led by SunTrust Bank that was comprised of a $10,000 revolving commitment, none of which was outstanding as of June 30, 2014 , and a $65,000 term loan commitment, which was repaid in full with the proceeds from the IPO. Refer to Note 2 for further information regarding the IPO. The revolving credit facility and term loan were collateralized by substantially all of the Company’s assets. The proceeds from this revolving line of credit and term loan agreement were used to repay previously existing term and revolving credit facility with the same bank. Borrowings against the revolving line of credit bore interest at the Company’s option of Bank Prime or LIBOR plus the applicable margin, as defined in the agreement. The Company had the ability to issue letters of credit under this agreement up to $3,000 . For the fiscal years ended June 30, 2015 and 2014 , the Company was in compliance with financial covenants contained in the Amended and Restated Credit Agreement and its former credit agreement (unaudited). |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements In determining the fair value of certain assets and liabilities, the Company employs a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. As defined in ASC Topic 820, “Fair Value Measurements and Disclosures,” fair value is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). Financial assets and financial liabilities recorded on the consolidated balance sheets at fair value are categorized based on the reliability of inputs to the valuation techniques as follows: • Level 1—Financial assets and financial liabilities whose values are based on unadjusted quoted prices in active markets for identical assets. • Level 2—Financial assets and financial liabilities whose values are based on quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in non-active markets; or valuation models whose inputs are observable, directly or indirectly, for substantially the full term of the asset or liability. • Level 3—Financial assets and financial liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect the Company’s estimates of the assumptions that market participants would use in valuing the financial assets and financial liabilities. The hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Assets and liabilities that had recurring fair value measurements were as follows: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) As of June 30, 2015: Cash 1 $ 8,387 $ 8,387 $ — $ — Total assets at fair value $ 8,387 $ 8,387 $ — $ — As of June 30, 2014: Cash 1 $ 12,173 $ 12,173 $ — $ — Total assets at fair value $ 12,173 $ 12,173 $ — $ — 1 Fair value measurements for the Company’s cash is classified under Level 1 because such measurements are based on quoted market prices in active markets for identical assets. There were no transfers of assets or liabilities between Level 1 and Level 2 as of June 30, 2015 or 2014 , respectively. The Company’s nonfinancial assets and liabilities that have nonrecurring fair value measurements include property, plant and equipment, goodwill and intangibles. In assessing the need for goodwill impairment, management relies on a number of factors, including operating results, business plans, economic projections, anticipated future cash flows, transactions and marketplace data. Accordingly, these fair value measurements fall in Level 3 of the fair value hierarchy. The Company generally uses projected cash flows, discounted as necessary, to estimate the fair values of property, plant and equipment and intangibles using key inputs such as management’s projections of cash flows on a held-and-used basis (if applicable), management’s projections of cash flows upon disposition and discount rates. Accordingly, these fair value measurements fall in Level 3 of the fair value hierarchy. These assets and certain liabilities are measured at fair value on a nonrecurring basis as part of the Company’s impairment assessments and as circumstances require. There were no impairments recorded in connection with tangible and intangible long-lived assets for the fiscal years ended June 30, 2015 , 2014 or 2013 , respectively. |
Income Taxes and Tax Receivable
Income Taxes and Tax Receivable Agreeement | 12 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes and Tax Receivable Agreement | Income Taxes and Tax Receivable Agreement In accordance with ASC Topic 740, "Income Taxes", income taxes are recognized for the amount of taxes payable for the current year and for the impact of deferred tax liabilities and assets, which represent future tax consequences of events that have been recognized differently in the financial statements than for tax purposes. Deferred tax assets and liabilities are established using the enacted statutory tax rates and are adjusted for any changes in such rates in the period of change. Malibu Boats, Inc. is taxed as a C Corporation, which is subject to both federal and state taxation at a corporate level. Therefore, tax expense and deferred tax assets and liabilities reflect such status. The components of provision for (benefit from) income taxes are as follows: Fiscal Year Ended Fiscal Year Ended Current tax expense: Federal $ 205 $ 44 State 95 376 Foreign 430 14 Total Current 730 434 Deferred tax expense (benefit): Federal 8,208 (2,066 ) State (49 ) (588 ) Foreign (226 ) — Total Deferred 7,933 (2,654 ) Income tax expense (benefit) $ 8,663 $ (2,220 ) The income tax benefit differs from the amount computed by applying the federal statutory income tax rate to income from continuing operations before income taxes. The sources and tax effects of the differences are as follows: Fiscal Year Ended Fiscal Year Ended Federal tax provision at statutory rate 35.0 % 35.0 % State income taxes, net of federal benefit 0.1 5.5 Permanent differences attributable to partnership investment 1.6 (9.9 ) Non-controlling interest (9.8 ) 36.5 Other, net 0.3 (1.9 ) Total income tax expense on continuing operations 27.2 % 65.2 % The Company’s effective tax rate includes a rate benefit attributable to the fact that the Company’s subsidiary operated as a limited liability company which was not subject to federal income tax. Accordingly, the portion of the Company’s subsidiary earnings attributable to the non-controlling interest are subject to tax when reported as a component of the non-controlling interests’ taxable income. The components of the Company's net deferred income tax assets and liabilities at June 30, 2015 and 2014 are as follows: As of June 30, 2015 As of June 30, 2014 Deferred tax assets: Litigation accrual $ — $ 500 Partnership basis differences 105,632 21,452 Fixed assets and intangibles 144 — Accrued liabilities and reserves 448 — State tax credits and NOLs 388 — Other 35 — Total deferred tax assets 106,647 21,952 Deferred tax liabilities: Income tax deferral due to fiscal year end — 995 Fixed assets and intangibles 1,101 — Total deferred tax liabilities 1,101 995 Less valuation allowance — — Total net deferred tax assets $ 105,546 $ 20,957 The Company recorded $1,479 of net deferred tax liabilities in connection with the acquisition of Malibu Boats Pty Ltd. This net deferred tax liability represents the tax effects of fair value adjustments that were recorded with no corresponding adjustment to the tax basis of underlying assets and liabilities as the transaction was non-taxable. On an annual basis, the Company performs a comprehensive analysis of all forms of positive and negative evidence to determine whether realizability of deferred tax assets is more likely than not. During each interim period, the Company updates its annual analysis for significant changes in the positive and negative evidence. At June 30, 2015 , the Company concluded that no valuation allowance against deferred tax assets was necessary. Unrecognized tax benefits are discussed in the Company's accounting policy for income taxes (refer to Note 1, Organization, Basis of Presentation, and Summary of Significant Accounting Policies - Income Taxes). During the tax year ended June 30, 2015 , a liability was established for unrecognized tax benefits through acquisition accounting. As of June 30, 2015 , a nominal amount of interest and no penalties had been accrued. Tax years 2011 through 2014 for the Company's subsidiaries, Malibu Boats Holdings, LLC and Malibu Boats Pty Ltd., remain open to examination in certain tax jurisdictions. The Company has filed initial returns that reflect no taxable income in applicable jurisdictions for the period ending June 30, 2014, which remains open to examination. A reconciliation of changes in the amount of unrecognized tax benefits for the fiscal years ended June 30, 2014 and 2015 is as follows: As of June 30, 2015 As of June 30, 2014 Balance as of July 1 $ — $ — Additions based on tax positions taken during the current period 4 — Reductions based on tax positions taken during a prior period — — Additions based on tax positions taken during a prior period 62 — Balance as of June 30 $ 66 $ — The Company recorded $62 and $4 in connection with uncertain tax positions taken by Malibu Boats Pty Ltd. in prior years and the current year, respectively, that would be payable by the Company if settled with the relevant tax authority. As of June 30, 2015 , it is reasonably possible that none of the total unrecognized tax benefits recorded will reverse within the next 12 months. Of the total unrecognized tax benefits recorded on the balance sheet, $66 would impact the effective tax rate once settled. The Company has unremitted earnings with respect to its non-U.S. subsidiary of approximately $295 that would be taxable as dividends if repatriated to the U.S. The estimated income and withholding tax liability associated with the remittance of these earnings is nominal. As such, the Company has not recorded a deferred tax liability associated with these unremitted earnings. Tax Receivable Agreement As discussed in Note 2, the Company entered into the Tax Receivable Agreement with the pre-IPO owners of the LLC that provides for the payment by the Company to the pre-IPO owners (or their permitted assignees) of 85% of the amount of the benefits, if any, that the Company is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to the Company entering into the Tax Receivable Agreement, including those attributable to payments under the Tax Receivable Agreement. In connection with completion of its offerings on July 15, 2014 and May 27, 2015 and the “modified Dutch auction” tender offer on April 15, 2015, the Company recorded deferred tax assets of $92,625 associated with basis differences in assets upon acquiring the additional interest in Malibu Boats Holdings, LLC and in anticipation of making an election under Section 754 of the Internal Revenue Code of 1986, as amended. The Company also recorded a tax receivable agreement liability of $82,834 representing 85% of the tax savings that the Company expects to realize in connection with the Section 754 election. As of June 30, 2015, the Company had recorded deferred tax assets of $110,928 associated with basis differences in assets upon acquiring an interest in Malibu Boats Holdings, LLC. The aggregate tax receivable agreement liabilities were $96,470 representing 85% of the tax savings that the Company will receive in connection with the anticipated Section 754 election. The Company estimates that $2,969 will be currently due under the Tax Receivable Agreement within the next 12 months. In accordance with the Tax Receivable Agreement, the first payment is anticipated to occur 45 days after filing the federal tax return due on March 15, 2016. The following table reflects the changes to the Company's Tax Receivable Agreement liability: As of June 30, 2015 As of June 30, 2014 Beginning balance as of June 30, $ 13,636 $ — Additions to tax receivable agreement: IPO transaction on February 5, 2014 — 13,636 Follow-on Offering on July 15, 2014 34,028 — Tender Offer on April 15, 2015 23,969 — Secondary Offering on May 27, 2015 24,837 — Payment under tax receivable agreement — — 96,470 13,636 Less current portion under tax receivable agreement (2,969 ) — Ending balance as of June 30, $ 93,501 $ 13,636 |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholder’s Equity The Company is authorized to issue 150,000,000 shares of capital stock, consisting of 100,000,000 shares of Class A Common Stock, 25,000,000 shares of Class B Common Stock, and 25,000,000 shares of Preferred Stock, par value $ 0.01 per share. On November 1, 2013, the Company issued 100 shares of Class A Common Stock in exchange for $ 10.00 , all of which were held by BC-Malibu Boats GP, an affiliate of Black Canyon Capital LLC, in connection with formation of Malibu Boats, Inc. These shares were subsequently redeemed for nominal consideration in connection with the Recapitalization. As discussed in Note 2, on February 5, 2014, the Company completed its IPO of 8,214,285 shares of Class A Common Stock at a price to the public of $14.00 per share. Immediately prior to the IPO, on February 4, 2014, two holders of membership interests in the LLC merged with and into two newly-formed subsidiaries of the Company. As a result of these mergers, the sole stockholders of each of the two merging entities received an aggregate 2,840,545 shares of Class A Common Stock in exchange for shares of capital stock of the merging entities. A total of 34 shares of Class B Common Stock (one to each pre-IPO LLC Unit holder) were issued to pre-IPO LLC Unit holders in connection with the Recapitalization. In May 2014, in connection with transfers of membership units of the LLC by certain members to various individuals and entities (the “New LLC Members”), the Company issued a total of 10 additional shares of its Class B Common Stock to the New LLC Members for nominal consideration. As of June 30, 2014, the Company had a total of 44 shares of its Class B Common Stock issued and outstanding. On July 2, 2014, in connection with transfers of membership units of the LLC by certain members of the LLC to one LLC member, the Company canceled one share of its Class B Common Stock. Offerings Follow-on Offering On July 15, 2014, the Company completed the Follow-on Offering of 5,520,000 shares of Class A Common Stock at a price to the public of $ 18.50 per share, of which 4,371,893 shares were issued and sold by the Company and 1,148,107 shares were sold by selling stockholders. This included 538,252 shares issued and sold by the Company and 181,748 shares sold by selling stockholders pursuant to the over-allotment option granted to the underwriters, which was exercised concurrently with the closing of the Follow-on Offering. The aggregate gross proceeds from the Follow-on Offering was $102,120 . Of these proceeds, the Company received $76,836 and the selling stockholders received $20,178 , after deducting $5,106 in underwriting discounts and commissions. All the proceeds from the Follow-on Offering were used to purchase LLC Units directly from the holders of LLC Units. Tender Offer On March 13, 2015, Malibu Boats, Inc. commenced an offer to purchase up to $70,000 in value of shares of its Class A Common Stock, including shares of Class A Common Stock issued upon exchange of LLC Units, for cash by means of a “modified Dutch auction” tender offer. Pursuant to the Tender Offer, holders could tender all or a portion of their shares of Class A Common Stock (1) at a price specified by the tendering stockholder of not less than $21.00 and not more than $23.50 per share of Class A Common Stock, or (2) without specifying a purchase price, in which case their shares of Class A Common Stock would be purchased at the purchase price determined in accordance with the terms of the Tender Offer. Upon completion of the Tender Offer, on April 15, 2015, the Company purchased 3,333,333 shares of Class A Common Stock, including 2,602,923 Class A Common Stock issued upon the exchange of LLC Units, at a purchase price of $21.00 per share for an aggregate purchase price of approximately $70,000 , excluding related fees and expenses of approximately $1,523 related to the Tender Offer. Upon the repurchase, 3,333,333 shares were classified as treasury stock and then subsequently retired. Secondary Offering On May 27, 2015, the Company completed the Secondary Offering of 3,996,255 shares of its Class A Common Stock, including 2,967,267 shares of Class A Common Stock that were issued upon exchange of LLC Units, at a price to the public of $19.05 per share, after deducting underwriters discounts and commissions, all of which were sold by selling stockholders. In addition, this included 521,250 shares issued and sold by selling stockholders pursuant to the over-allotment option granted to the underwriters, which was exercised concurrently with the closing of the Secondary Offering. The Company did not sell any shares of Common Stock in the public offering and did not receive any proceeds. Pursuant to the Company’s Certificate of Incorporation, on May 21, 2015 in connection with the exchanges of LLC Units for Class A Common Stock, 19 shares of Class B Common Stock were automatically transferred to the Company and retired. As of June 30, 2015 , the Company had a total of 24 shares of its Class B Common Stock issued and outstanding. Class A Common Stock and Class B Common Stock Voting Rights Holders of Class A Common Stock and Class B Common Stock will have voting power over Malibu Boats, Inc., the sole managing member of the LLC, at a level that is consistent with their overall equity ownership of the Company's business. Pursuant to the Company's certificate of incorporation and bylaws, each share of Class A Common Stock entitles the holder to one vote with respect to each matter presented to the Company's stockholders on which the holders of Class A Common Stock are entitled to vote. Each holder of Class B Common Stock shall be entitled to the number of votes equal to the total number of LLC Units held by such holder multiplied by the exchange rate specified in the Exchange Agreement with respect to each matter presented to the Company's stockholders on which the holders of Class B Common Stock are entitled to vote. Accordingly, the holders of LLC Units collectively have a number of votes that is equal to the aggregate number of LLC Units that they hold. Subject to any rights that may be applicable to any then outstanding preferred stock, the Company's Class A and Class B Common Stock vote as a single class on all matters presented to the Company's stockholders for their vote or approval, except as otherwise provided in the Company's certificate of incorporation or bylaws or required by applicable law. Holders of the Company's Class A and Class B Common Stock do not have cumulative voting rights. Except in respect of matters relating to the election and removal of directors on the Company's board of directors and as otherwise provided in the Company's certificate of incorporation, the Company's bylaws, or as required by law, all matters to be voted on by the Company's stockholders must be approved by a majority of the shares present in person or by proxy at the meeting and entitled to vote on the subject matter. Equity Consideration On October 23, 2014, in connection with the acquisition of the Australian licensee, the Company issued 170,889 shares of Class A Common Stock to the former owner of Malibu Boats Pty. Ltd. as equity consideration. Refer to Note 4 for more information on the acquisition. Dividends Subject to preferences that may apply to any shares of preferred stock outstanding at the time, the holders of the Company's Class A Common Stock will be entitled to share equally, identically and ratably in any dividends that the board of directors may determine to issue from time to time. Holders of the Company's Class B Common Stock do not have any right to receive dividends. Liquidation Rights In the event of any voluntary or involuntary liquidation, dissolution or winding up of our affairs, holders of the Company's Class A Common Stock would be entitled to share ratably in the Company's assets that are legally available for distribution to stockholders after payment of its debts and other liabilities. If the Company has any preferred stock outstanding at such time, holders of the preferred stock may be entitled to distribution and/or liquidation preferences. In either such case, the Company must pay the applicable distribution to the holders of its preferred stock before it may pay distributions to the holders of its Class A Common Stock. Holders of the Company Class B Common Stock do not have any right to receive a distribution upon a voluntary or involuntary liquidation, dissolution or winding up of the Company's affairs. Other Rights Holders of the Company's Class A Common Stock will have no preemptive, conversion or other rights to subscribe for additional shares. The rights, preferences and privileges of the holders of the Company's Class A Common Stock will be subject to, and may be adversely affected by, the rights of the holders of shares of any series of the Company's preferred stock that the Company may designate and issue in the future. Preferred Stock Though the Company currently has no plans to issue any shares of preferred stock, its board of directors has the authority, without further action by the Company's stockholders, to designate and issue up to 25,000,000 shares of preferred stock in one or more series. The Company's board of directors may also designate the rights, preferences and privileges of the holders of each such series of preferred stock, any or all of which may be greater than or senior to those granted to the holders of common stock. Though the actual effect of any such issuance on the rights of the holders of common stock will not be known until the Company's board of directors determines the specific rights of the holders of preferred stock, the potential effects of such an issuance include: • diluting the voting power of the holders of common stock; • reducing the likelihood that holders of common stock will receive dividend payments; • reducing the likelihood that holders of common stock will receive payments in the event of the Company's liquidation, dissolution, or winding up; and • delaying, deterring or preventing a change-in-control or other corporate takeover. LLC Units In connection with the Recapitalization, the LLC Agreement was amended and restated to, among other things; modify its capital structure by replacing the different classes of interests previously held by the LLC unit holders to a single new class of units called “LLC Units.” As a result of the Recapitalization and IPO, the Company holds LLC Units in the LLC and is the sole managing member of the LLC. Holders of LLC Units do not have voting rights under the LLC Agreement. Further, the LLC and the pre-IPO owners entered into the Exchange Agreement under which (subject to the terms of the Exchange Agreement) they have the right to exchange their LLC Units for shares of the Company's Class A Common Stock on a one-for-one basis, subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications, or at the Company's option, except in the event of a change in control, for a cash payment equal to the market value of the Class A Common Stock. As of June 30, 2015 , the Company held 17,858,726 LLC Units, representing a 92.6% economic interest in the LLC, while non-controlling LLC Unit holders held 1,419,094 LLC Units, representing a 7.4% interest in the LLC. Refer to Note 3 for additional information on non-controlling interest. As discussed in Note 2, net profits and net losses of the LLC will generally be allocated to the LLC’s members (including the Company) pro rata in accordance with the percentages of their respective limited liability company interests. The LLC Agreement provides for cash distributions to the holders of LLC Units if the Company determines that the taxable income of the LLC will give rise to taxable income for its members. In accordance with the LLC Agreement, the Company intends to cause the LLC to make cash distributions to holders of LLC Units for purposes of funding their tax obligations in respect of the income of the LLC that is allocated to them. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Equity Awards Issued Under the Malibu Boats, Inc. Long-Term Incentive Plan On January 6, 2014, the Company’s Board of Directors adopted the Malibu Boats, Inc. Long-Term Incentive Plan (the “Incentive Plan”). The Incentive Plan, which became effective on January 1, 2014, reserves for issuance up to 1,700,000 shares of Malibu Boats, Inc. Class A Common Stock for the Company’s employees, consultants, members of its board of directors and other independent contractors at the discretion of the compensation committee. Incentive stock awards authorized under the Incentive Plan including unrestricted shares of Class A Common Stock, stock options, SARs, restricted stock, restricted stock units, dividend equivalent awards and performance awards. As of June 30, 2015 , there were 1,561,232 shares available for future issuance under Incentive Plan. On May 16, 2015 , the Company granted 12 restricted stock unit awards to key employees under the Incentive Plan with a grant date fair value of $20.67 per unit. On June 27, 2014 , the Company granted 46 restricted stock unit awards to key employees under the Incentive Plan with a grant date fair value of $20.03 per unit. Under the terms of the agreements, the awards will vest 25% ratably on each anniversary of their grant date. Stock-based compensation expense attributable to these restricted stock units is amortized on a straight-line basis over the requisite service period. As of June 30, 2015 , the weighted-average years non-vested for these awards was approximately 3.2 years. The Company's non-employee directors receive an annual retainer for their services as directors consisting of both a cash retainer and equity awards in the form of Class A Common Stock or restricted stock units. Directors may elect that their cash annual retainer be converted into either fully vested shares of Class A Common Stock or restricted stock units paid on a deferral basis. Equity awards issued to directors are fully vested at the date of grant. Directors receiving restricted stock units as compensation for services have no rights as a stockholder of the Company, no dividend rights (except with respect to dividend equivalent rights), and no voting rights until Class A Common Stock is actually issued to them upon separation from service or change in control as defined in the Incentive Plan. If dividends are paid by the Company to its stockholders, directors would be entitled to receive an equal number of restricted stock units based on their proportional interest. On June 30, 2014, the Company issued 9 shares of Class A Common Stock and 61 restricted stock units to its non-employee directors for their services as directors pursuant to the Incentive Plan. The grant date fair value for the Class A Common Stock and restricted stock units received for the equity portion of the annual retainer was $14.00 and the grant date fair value for the portion of the cash retainer elected to be received in equity was $20.10 . For the fiscal year ending June 30, 2015 , the Company issued 3 shares of Class A Common Stock and 9 restricted stock units with a weighted-average grant date fair value of $18.52 to its non-employee directors for their services as directors pursuant to the Incentive Plan. The following table presents the number and weighted-average grant date fair value of the Company’s director and employee restricted stock units (in thousands, except per share amounts): As of June 30, 2015 As of June 30, 2014 Number of Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Number of Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Total Non-vested Restricted Stock Units at beginning of year 46 $ 20.03 — $ — Granted 21 20.44 107 16.82 Vested (21 ) 15.83 (61 ) 14.38 Forfeited (2 ) 20.03 — — Total Non-vested Restricted Stock Units at end of year 45 $ 20.20 46 $ 20.03 Equity Awards Issued Under the Previously Existing LLC Agreement As discussed in Note 2, the LLC modified its capital structure creating a new single class of interests called LLC Units. Previously granted profits interests (formerly Class M Units) were converted into LLC Units in connection with the Recapitalization. These LLC Units are generally subject to the terms of the applicable pre-existing agreements governing the awards, including vesting and repurchase rights at fair market value adjustment upon separation. Under these agreements, the LLC units cannot be resold and unvested units are subject to forfeiture if the recipient’s employment is terminated. Forfeited unvested units are not entitled to future distributions. Furthermore, such LLC Units are not transferable, except in limited circumstances as set out in the LLC Agreement. Pursuant to the LLC Agreement, the LLC has the right to determine when distributions will be made to holders of LLC Units and the amount of any such distributions. If a distribution is authorized, such distribution will be made to the holders of LLC Units (including Malibu Boats, Inc.) pro rata in accordance with the percentages of their respective LLC Units. Certain agreements related to profits interest awards previously granted in 2012 under the former LLC agreement were modified to fully vest the awards at the time of the Recapitalization and IPO transactions. As a result, the incremental fair value associated with the awards was recognized as stock compensation expense when the Recapitalization and IPO transactions occurred. Further, certain profits interest awards previously granted in November 2013, vest one-third on each of the first three anniversaries of September 30, 2014. On June 26, 2014, the vesting period for certain profit interest awards granted to a member of management on November 1, 2013 and previously granted in 2012 were accelerated to vest on the date immediately prior to the completion of the Follow-on Offering. On May 16, 2015, the vesting period for certain profit interest awards granted to a member of management on October 4, 2011 was accelerated to vest immediately to allow for participation in our Secondary Offering. A detail of the LLC’s outstanding restricted LLC Units (formerly M Units) for the fiscal years ended June 30, 2015 and 2014 are as follows (in thousands, except per share amounts): Total Units June 30, 2013 Units Granted Units Sold Total Units June 30, 2014 Units Vested Through June 30, 2014 Units Unvested Through June 30, 2014 LLC Units 931 387 (211 ) 1,107 815 292 Weighted Average Grant Date Fair Value Per Unit $ 14.78 $ 14.12 $ (14.46 ) $ 14.52 $ 14.59 $ 14.32 Total Units June 30, 2014 Units Granted Units Sold Total Units June 30, 2015 Units Vested Through June 30, 2015 Units Unvested Through June 30, 2015 LLC Units 1,107 — (625 ) 482 215 267 Weighted Average Grant Date Fair Value Per Unit $ 14.52 $ — $ (14.60 ) $ 14.33 $ 14.41 $ 14.26 As of June 30, 2015 , the weighted-average years unvested for these awards was approximately 1.2 years. The total fair value of LLC Units vested for the period from IPO to June 30, 2014 was $2,558 and from June 30, 2014 to June 30, 2015 was $493 . Stock compensation expense attributable to all of the Company's equity awards was $1,467 , $2,577 , and $127 for the fiscal years 2015 , 2014 and 2013 , respectively, and is included in general and administrative expense in the Company's consolidated statement of operations and comprehensive income (loss). The cash flow effects resulting from equity awards were reflected as noncash operating activities. As of June 30, 2015 and 2014 , unrecognized compensation cost related to nonvested, share-based compensation was $2,258 and $3,515 , respectively. |
Net Earnings (Loss) Per Share
Net Earnings (Loss) Per Share | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Earnings (Loss) Per Share | Net Earnings (Loss) Per Share Basic net income (loss) per share of Class A Common Stock is computed by dividing net income (loss) attributable to the Company's earnings by the weighted average number of shares of Class A Common Stock outstanding during the period. The weighted average number of shares of Class A Common Stock outstanding used in computing basic net income (loss) per share includes fully vested restricted stock units awarded to directors that are entitled to participate in distributions to common shareholders through receipt of additional units of equivalent value to the dividends paid to Class A Common Stock holde rs. Diluted net loss per share of Class A Common Stock is computed similarly to basic net loss per share except the weighted average shares outstanding are increased to include additional shares from the assumed exercise of any common stock equivalents using the treasury method, if dilutive. The Company’s restricted LLC Units are considered common stock equivalents for this purpose. The number of additional shares of Class A Common Stock related to these common stock equivalents is calculated using the treasury stock method. All earnings (loss) prior to and up to February 5, 2014, the date of completion of the IPO, were entirely allocable to non-controlling interest and, as a result, earnings (loss) per share information is not applicable for reporting periods prior to this date. Consequently, only the net loss allocable to Malibu Boats, Inc. from the period subsequent to February 5, 2014 is included in the net income (loss) attributable to the stockholders of Class A Common Stock. Basic and diluted net income (loss) per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts): Fiscal Year Ended June 30, 2015 Period from February 5, 2014 to June 30, 2014 Basic: Net income (loss) attributable to Malibu Boats, Inc. $ 14,661 $ (4,676 ) Shares used in computing basic net income (loss) per share: Weighted-average Class A Common Stock 15,668,072 11,054,894 Weighted-average participating restricted stock units convertible into Class A Common Stock 64,459 416 Basic weighted-average shares outstanding 15,732,531 11,055,310 Basic net income (loss) per share $ 0.93 $ (0.42 ) Diluted: Net income (loss) attributable to Malibu Boats, Inc. $ 14,661 $ (4,676 ) Shares used in computing diluted net income (loss) per share: Basic weighted-average shares outstanding 15,732,531 11,055,310 Restricted stock units granted to employees 8,487 — Diluted weighted-average shares outstanding 1 15,741,018 11,055,310 Diluted net income (loss) per share $ 0.93 $ (0.42 ) 1 The Company excluded 1,419,094 and 11,373,855 potentially dilutive shares from the calculation of diluted net income (loss) per share for the fiscal year ended June 30, 2015 and 2014 , respectively, as these units would have been antidilutive. The shares of Class B Common Stock do not share in the earnings or losses of Malibu Boats, Inc. and are therefore not included in the calculation. Accordingly, basic and diluted net earnings (loss) per share of Class B Common Stock has not been presented. |
Commitment and Contingencies
Commitment and Contingencies | 12 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Repurchase Commitments In connection with its dealers’ wholesale floor-plan financing of boats, the Company has entered into repurchase agreements with various lending institutions. The reserve methodology used to record an estimated expense and loss reserve in each accounting period is based upon an analysis of likely repurchases based on current field inventory and likelihood of repurchase. Subsequent to the inception of the repurchase commitment, the Company evaluates the likelihood of repurchase and adjusts the estimated loss reserve and related consolidated statement of operations account accordingly. This potential loss reserve is presented in accrued liabilities in the accompanying consolidated balance sheets. If the Company were obligated to repurchase a significant number of units under any repurchase agreement, its business, operating results and financial condition could be adversely affected. Repurchases and subsequent sales are recorded as a revenue transaction. The net difference between the original repurchase price and the resale price is recorded against the loss reserve and presented in cost of goods sold in the accompanying consolidated statements of operations and comprehensive income (loss). No units were repurchased for the fiscal years ended June 30, 2015 , 2014 and 2013 . The Company did not carry a reserve for repurchases as of June 30, 2015 and 2014 , respectively. Lease Commitments In connection with a sale-leaseback transaction as of March 2008, the Company now leases its manufacturing and office facilities for $156 per month with periodic inflationary adjustments, plus the payment of property taxes, normal maintenance, and insurance on the property under an agreement which expires March 2028, with three 10 -year options to extend, at the Company’s discretion. Refer to Note 6 for more information. The Company also has various other leases for operating facilities in both U.S. and Australia and machinery and equipment under operating leases that expire over the next three years. The total rental expense for the years ended June 30, 2015 , 2014 and 2013 was $2,256 , $2,088 and $1,889 , respectively. Future minimum lease payments under noncancelable operating leases as of June 30, 2015 , are as follows: As of June 30, 2015 Fiscal Year 2016 $ 2,272 2017 2,218 2018 2,223 2019 2,373 2020 2,378 Thereafter 18,359 $ 29,823 Contingencies Product Liability The Company is engaged in a business that exposes it to claims for product liability and warranty claims in the event the Company’s products actually or allegedly fail to perform as expected or the use of the Company’s products results, or is alleged to result, in property damage, personal injury or death. Although the Company maintains product and general liability insurance of the types and in the amounts that the Company believes are customary for the industry, the Company is not fully insured against all such potential claims. The Company may have the ability to refer claims to its suppliers and their insurers to pay the costs associated with any claims arising from the suppliers’ products. The Company’s insurance covers such claims that are not adequately covered by a supplier’s insurance and provides for excess secondary coverage above the limits provided by the Company’s suppliers. The Company may experience legal claims in excess of its insurance coverage or claims that are not covered by insurance, either of which could adversely affect its business, financial condition and results of operations. Adverse determination of material product liability and warranty claims made against the Company could have a material adverse effect on its financial condition and harm its reputation. In addition, if any of the Company products are, or are alleged to be, defective, the Company may be required to participate in a recall of that product if the defect or alleged defect relates to safety. These and other claims that the Company faces could be costly to the Company and require substantial management attention. Refer to Note 8 for discussion of warranty claims. The Company insures against product liability claims and believes there are no material product liability claims as of June 30, 2015 that would not be covered by our insurance. Litigation Certain conditions may exist which could result in a loss, but which will only be resolved when future events occur. The Company, in consultation with its legal counsel, assesses such contingent liabilities, and such assessments inherently involve an exercise of judgment. If the assessment of a contingency indicates that it is probable that a loss has been incurred, the Company accrues for such contingent loss when it can be reasonably estimated. If the assessment indicates that a potentially material loss contingency is not probable but reasonably estimable, or is probable but cannot be estimated, the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, is disclosed. Estimates of potential legal fees and other directly related costs associated with contingencies are not accrued but rather are expensed as incurred. Except as disclosed below, management does not believe there are any pending claims (asserted or unasserted) at June 30, 2015 or June 30, 2014 that will have a material adverse impact on the Company’s financial condition, results of operations or cash flows. See ‘Legal Proceedings’ section below for more detail on on-going litigation. Legal Proceedings On August 27, 2010, Pacific Coast Marine Windshields Ltd., or "PCMW," filed suit against the Company and certain third parties, including Marine Hardware, Inc., a third-party supplier of windshields to the Company, in the U.S. District Court for the Middle District of Florida seeking monetary and injunctive relief. PCMW was a significant supplier of windshields to the Company through 2008, when the Company sought an alternative vendor of windshields in response to defective product supplied by PCMW. PCMW’s amended complaint alleged, among other things, infringement of a design patent and two utility patents related to marine windshields, copyright infringement and misappropriation of trade secrets. The Company denied any liability arising from the causes of action alleged by PCMW and filed a counter claim alleging PCMW’s infringement of one of the Company's patents, conversion of two of the patents asserted against the Company, unfair competition and breach of contract. In December 2012, the court granted partial summary judgment in the Company's favor, holding that the Company did not infringe the design patent asserted against the Company. PCMW appealed the court’s decision and dismissed all remaining claims against the Company, other than the claims of copyright infringement and misappropriation of trade secrets. The court stayed the remaining matters pending resolution of PCMW’s appeal. On January 8, 2014, the Court of Appeals for the Federal Circuit Court reversed the decision granting summary judgment in the Company's favor regarding the design patent asserted against the Company, and the case was remanded to the district court. The appellate court’s decision did not affect any of the Company's other defenses to any of PCMW’s claims, including the design patent claim, nor did it affect any of the Company's claims against PCMW. The district court scheduled a hearing on June 3, 2014 for the pending summary judgment motions, and it subsequently entered an order denying those motions and confirming the previously-set trial date of September 22, 2014 on PCMW’s remaining claims for infringement of a design patent, copyright, and trade secret misappropriation and the Company’s claims against PCMW for declaratory relief, conversion, breach of warranty, and unfair competition. As part of the order dated August 22, 2014, denying the Company’s summary judgment motion, the district court ruled that if successful at trial in proving that the Company infringes the design patent, PCMW would be allowed to seek recovery of Malibu’s profits from the sale of the boats using the alleged infringing windshield, and not merely the profits from the windshield. On September 15, 2014, the Company entered into a Memorandum of Understanding between it and PCMW subject to the execution of a definitive settlement agreement which is expected to occur on or prior to September 29, 2014. As a result, the Company paid $20.0 million in cash to to the plaintiffs, PCMW and Darren Bach, upon entry into a definitive agreement or such later date as the parties agree, and the parties have released each other from all past and present claims. Further, the plaintiffs, including PCMW, have agreed not to sue on now-existing intellectual property rights. Accordingly, the Company recorded a one-time charge of $20.0 million in connection with the settlement for the fiscal year ended June 30, 2014. On October 31, 2013, the Company filed suit against Nautique Boat Company, Inc., or "Nautique," in the U.S. District Court for the Eastern District of Tennessee alleging infringement of two of the Company's patents and seeking monetary and injunctive relief. This Tennessee lawsuit is a re-filing of a California patent infringement lawsuit against Nautique that was dismissed without prejudice on October 31, 2013. On November 1, 2013, Nautique filed for declaratory judgment in the U.S. District Court for the Middle District of Florida, claiming that it has not infringed the two patents identified in the original complaint in the Tennessee lawsuit. The Tennessee court has enjoined Nautique from maintaining the Florida lawsuit which is partially duplicative. Nautique has dismissed the Florida lawsuit to comply with the Tennessee court’s ruling. On December 13, 2013, the Company amended the Company's complaint to add another of its patents to the Tennessee lawsuit. All three patents in the case relate to the Company's proprietary wake surfing technology. On June 27, 2014, Nautique filed a petition with the U.S. Patent and Trademark Office, or “PTO,” requesting institution of an Inter Partes Review, or “IPR,” of the Company’s U.S. Pat. No. 8,539,897, one of the three patents at issue in the Tennessee litigation. On February 6, 2015, the Company and Nautique entered into a Settlement Agreement (the "Nautique Settlement Agreement") to settle a lawsuit filed by the Company in the U.S. District Court for the Eastern District of Tennessee alleging infringement by Nautique of three of the Company's patents. Under the terms of the Nautique Settlement Agreement, Nautique made a one-time payment of $2,250 and entered into a license agreement for the payment of future royalties for boats sold by Nautique using the licensed technology. The parties agreed to dismiss all claims in the patent litigation and jointly request the U.S. Patent and Trademark Office to terminate the patent challenge. On February 17, 2015, the parties dismissed the patent litigation with prejudice and on February 25, 2015, the U.S. Patent and Trademark Office terminated the inter parties review proceeding. On June 29, 2015, the Company filed suit against MasterCraft Boat Company, LLC, or "MasterCraft," in the U.S. District Court for the Eastern District of Tennessee, seeking monetary and injunctive relief. The Company's complaint alleged MasterCraft's infringement of a utility patent related to wake surfing technology. MasterCraft denied liability arising from the causes of action alleged in the Company's complaint and filed a counterclaim alleging non-infringement and invalidity of the asserted patent. In August 2015, MasterCraft filed a motion for summary judgment of non-infringement, which the Company will oppose. The Court has not yet issued a scheduling order regarding the schedule for the litigation. The Company intends to vigorously pursue this litigation to enforce its rights in its patented technology and believes that MasterCraft's counterclaims are without merit. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions On July 11, 2012, the LLC reinstated certain payment provisions of a management agreement with an equity sponsor. Under the terms of the management agreement, as amended, the LLC agreed to pay a management fee of $1,831 for periods prior to June 30, 2012, $250 for the period July 1, 2012 through December 31, 2012 and $750 per annum beginning January 1, 2013, all of which is payable in advance. In connection with the IPO, this management agreement was terminated and a one time termination fee of $ 3,750 was paid to the former sponsor. Total payments associated with the management services, including termination fees, for the years ended June 30, 2014 and 2013 were $4,500 and $2,831 , respectively, all of which are recorded as general and administrative expense. Three non-employee members of the Company's board of directors are also shareholders of the Company and receive an annual retainer as compensation for services rendered. For the fiscal years ended June 30, 2015 and 2014 , $374 and $416 , respectively, was paid to these directors in both cash and equity for their services. Of the amount paid, $79 and $268 was a prepayment for services through the 2015 annual meeting for the years ended June 30, 2015 and 2014 , respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The following table presents financial information for the Company’s reportable segments for the fiscal year ended June 30, 2015 and 2014 . Fiscal Year Ended June 30, 2015 US Australia 1 Eliminations Total Net sales $ 219,142 $ 14,919 $ (5,440 ) $ 228,621 Affiliate (or intersegment) sales 5,440 — (5,440 ) — Net sales to external customers 213,702 14,919 — 228,621 Depreciation and amortization 4,318 572 — 4,890 Net income before provision for income taxes 32,142 295 (591 ) 31,846 Capital expenditures 5,299 67 — 5,366 Long-lived assets 31,280 11,484 — 42,764 Total assets $ 188,862 $ 18,194 $ (17,928 ) $ 189,128 Fiscal Year Ended June 30, 2014 US Australia 1 Eliminations Total Net sales $ 190,935 $ — $ — $ 190,935 Affiliate (or intersegment) sales — — — — Net sales to external customers 190,935 — — 190,935 Depreciation and amortization 6,777 — — 6,777 Net loss before provision for income taxes (3,408 ) — — (3,408 ) Capital expenditures 5,915 — — 5,915 Long-lived assets 29,039 — — 29,039 Total assets $ 84,801 $ — $ — $ 84,801 1 Represents the results of the Company's Licensee since its acquisition on October 23, 2014. |
Quarterly Financial Information
Quarterly Financial Information | 12 Months Ended |
Jun. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Quarterly Financial Reporting (Unaudited) Quarter Ended Fiscal Year Ended June 30, 2015 March 31, 2015 December 31, 2014 September 30, 2014 Net Sales $ 60,716 $ 64,762 $ 55,484 $ 47,659 $ 228,621 Gross Profit 16,275 17,897 14,164 12,093 60,429 Operating income 11,324 9,523 6,998 3,305 31,150 Net income 7,575 7,643 5,576 2,389 23,183 Net income attributable to non-controlling interest 1,923 3,278 2,312 1,009 8,522 Net income attributable to Malibu Boats, Inc. $ 5,652 $ 4,365 $ 3,264 $ 1,380 $ 14,661 Basic net income (loss) per share $ 0.35 $ 0.28 $ 0.21 $ 0.09 $ 0.93 Diluted net income (loss) per share $ 0.35 $ 0.28 $ 0.21 $ 0.09 $ 0.93 Quarter Ended 1 Fiscal Year Ended June 30, 2014 March 31, 2014 December 31, 2013 September 30, 2013 Net Sales $ 53,400 $ 50,293 $ 43,938 $ 43,304 $ 190,935 Gross Profit 14,676 13,401 11,696 11,021 50,794 Operating (loss) income (12,914 ) 296 5,823 6,340 (455 ) Net (loss) income (10,600 ) (987 ) 5,220 5,179 (1,188 ) Net (loss) income attributable to non-controlling interest (6,294 ) (617 ) 5,220 5,179 3,488 Net loss attributable to Malibu Boats, Inc. $ (4,306 ) $ (370 ) $ — $ — $ (4,676 ) Basic net loss per share $ (0.39 ) $ (0.03 ) $ — $ — $ (0.42 ) Diluted net income per share $ (0.39 ) $ (0.04 ) $ — $ — $ (0.42 ) 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. Certain totals will not sum exactly due to rounding. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On July 1, 2015, the Company entered into a five year floating to fixed interest rate swap with a certain counterparty to the Amended and Restated Credit Agreement. The swap has an effective start date of July 1, 2015 and is based on an one month LIBOR rate versus a 1.52% fixed rate on a notional value of $39,250 , which under terms of the Amended and Restated Credit Agreement is equal to 50% of the outstanding balance of the term loan at the time of the swap arrangement. Under ASC Topic 815, “Derivatives and Hedging,” all derivative instruments are recorded on the consolidated balance sheets at fair value as either short term or long term assets or liabilities based on their anticipated settlement date. Changes in the derivatives’ fair values are recognized currently in earnings unless specific hedge accounting criteria are met. The Company has elected not to designate its interest rate swap as a hedge; therefore, changes in the fair value of the derivative instrument would be recognized in earnings in the Company's consolidated statements of operations and comprehensive income (loss). |
Organization, Basis of Presen26
Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP"). Certain reclassifications have been made to the prior period presentation to conform to the current period presentation. Units and shares are presented as whole numbers while all dollar amounts are presented in thousands, unless otherwise noted. |
Principals of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the operations and accounts of the Company and all subsidiaries thereof. All intercompany balances and transactions have been eliminated upon consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and such differences could be material. |
Certain Significant Risks and Uncertainties | Certain Significant Risks and Uncertainties The Company is subject to those risks common in manufacturing-driven markets, including, but not limited to, competitive forces, dependence on key personnel, consumer demand for its products, the successful protection of its proprietary technologies, compliance with government regulations and the possibility of not being able to obtain additional financing if and when needed. |
Concentration of Credit and Business Risk | Concentration of Credit and Business Risk A majority of the Company’s sales are made pursuant to floor plan financing programs in which the Company participates on behalf of its dealers through a contingent repurchase agreement with various third-party financing institutions. Under these arrangements, a dealer establishes a line of credit with one or more of these third-party lenders for the purchase of dealer boat inventory. When a dealer purchases and takes delivery of a boat pursuant to a floor plan financing arrangement, it draws against its line of credit and the lender pays the invoice cost of the boat directly to the Company within approximately two weeks. For dealers that use local floor plan financing programs or pay cash, the Company may extend credit without collateral under the dealer agreement based on the Company’s evaluation of the dealer’s credit risk and past payment history. The Company maintains allowances for potential credit losses that it believes are adequate. Refer to Note 1 “Trade Accounts Receivable” for factors considered in determining the Company’s allowance for doubtful accounts. As of June 30, 2015 (unaudited), the Company’s distribution channel consisted of 178 independent dealers worldwide. No single dealer accounted for more than 4.7% of the Company’s unit volume for the fiscal years ended June 30, 2015 , 2014 , or 2013 . The Company’s top ten dealers represented 33.7% , 34.1% , and 36.1% , of the Company’s volume for the fiscal years ended June 30, 2015 , 2014 , or 2013 , respectively. |
Cash | Cash The Company considers all highly liquid investments purchased with an original maturity of 90 days or less to be cash equivalents. Cash equivalents are stated at cost, which approximates fair value. As of June 30, 2015 and 2014 , no highly liquid investments were held and the entire balance consists of traditional cash. |
Trade Accounts Receivable | Trade Accounts Receivable Trade receivables are carried at original invoice amount less an estimate made for doubtful receivables based on a review of all outstanding amounts on a monthly basis. As of June 30, 2015 and 2014 , the allowance for doubtful receivables was $80 and $123 , respectively. Management determines the allowance for doubtful accounts by identifying troubled accounts and by using historical experience applied to an aging of accounts. Trade receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. A trade receivable is considered to be past due if any portion of the receivable balance is outstanding beyond customer terms. |
Inventories | Inventories Inventories are stated at the lower of cost or market, determined on the first in, first out (“FIFO”) basis. Manufacturing cost includes materials, labor and manufacturing overhead. Unallocated overhead and abnormal costs are expensed as incurred. |
Property and Equipment | Property and Equipment Property and equipment acquired outside of acquisition are stated at cost. When property and equipment is retired or otherwise disposed of, the related cost and accumulated depreciation is removed from the accounts and any resulting gain or loss is accounted for in the statement of operations and comprehensive income (loss). Major additions are capitalized; maintenance, repairs and minor improvements are charged to operating expenses as incurred if they do not increase the life or productivity of the related capitalized asset. Depreciation on leasehold improvements is computed using the straight-line method based on the lesser of the remaining lease term or the estimated useful life and depreciation of equipment is computed using the straight-line method over the estimated useful life as follows: Years Leasehold improvements Shorter of useful life or lease term Machinery and equipment 3-5 Furniture and fixtures 3-5 The Company accounts for the impairment and disposition of long-lived assets in accordance with ASC Topic 360, “Property, Plant, and Equipment”. In accordance with ASC Topic 360, long-lived assets to be held are reviewed for events or changes in circumstances that indicate that their carrying value may not be recoverable. The Company periodically reviews for any indicators and, if indicators are present, tests the carrying value of long-lived assets, assessing their net realizable values based on estimated undiscounted cash flows over their remaining estimated useful lives. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. No impairment charges were recorded for the fiscal years ended June 30, 2015 , 2014 and 2013 in the Company’s consolidated financial statements. |
Goodwill and Intangible Assets | Goodwill Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. Goodwill amounts are not amortized, but rather are evaluated for potential impairment on an annual basis, as of June 30, unless circumstances indicate the need for impairment testing between the annual tests in accordance with the provisions of ASC Topic 350, “Intangibles—Goodwill and Other.” If this assessment indicates the possibility of impairment, the income approach to test for goodwill impairment would be used unless circumstances indicate that a better estimate of fair value was available. Under the income approach, management calculates the fair value of its reporting units based on the present value of estimated future cash flows. If the fair value of an individual reporting unit exceeds the carrying value of the net assets including goodwill assigned to that unit, goodwill is not impaired. If the carrying value of the reporting unit’s net assets including goodwill exceeds the fair value of the reporting unit, then management determines the implied fair value of the reporting unit’s goodwill. If the carrying value of the reporting unit’s goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference. The Company did not recognize any goodwill impairment charges in the fiscal years ended June 30, 2015 , 2014 and 2013 . Intangible Assets Intangible assets consist primarily of relationships, reacquired franchise rights, product trade names, legal and contractual rights surrounding a patent and a non-compete agreement. These assets are recorded at their estimated fair values at the acquisition dates using the income approach. These assets are being amortized using straight-line method based on their estimated useful lives ranging from eight to 15 years. The estimated useful lives of acquired dealer relationships consider the average length of dealer relationships at the time of acquisition, historical rates of dealer attrition and retention, the Company’s history of renewal and extension of dealer relationships, as well as competitive and economic factors resulting in a range of useful lives. The useful life of reacquired franchise rights is based on the remainder of the contractual term of the Licensee's exclusive manufacturing and distributors agreement with the Company. The estimated useful lives of the Company’s product trade names are based on a number of factors including technological obsolescence and the competitive environment. The estimated useful lives of legal and contractual rights are estimated based on the benefits that the patent provides for its remaining terms unless competitive, technological obsolescence or other factors indicate a shorter life. The useful life of the non-compete agreement is based on a ten-year agreement entered into by the Company and former owner of the Licensee as part of the acquisition. Management, assisted by third-party valuation specialists, determined the estimated fair values of separately identifiable intangible assets at the date of acquisition under the income approach. Significant data and assumptions used in the valuations included cost, market and income comparisons, discount rates, royalty rates and management forecasts. Discount rates for each intangible asset were selected based on judgment of relative risk and approximate rates of returns investors in the subject assets might require. The royalty rates were developed using weighted average rates, which were based on projected sales and profits of products sold and management’s assessment of the intangibles’ importance to the sales and profitability of the product. Management provided forecasts of financial data pertaining to assets, liabilities and income statement balances to be utilized in the valuations. While management believes the assumptions, estimates, appraisal methods and ensuing results are appropriate and represent the best evidence of fair value in the circumstances, modification or use of other assumptions or methods could have yielded different results. The carrying amount of intangible assets are reviewed whenever circumstances arise that indicate the carrying amount of an asset may not be recoverable. The carrying value of these assets is compared to the undiscounted future cash flows the assets are expected to generate. If the asset is considered to be impaired, the carrying value is compared to the fair value and this difference is recognized as an impairment loss. |
Income Tax | Income Taxes Malibu Boats, Inc. is taxed as a C corporation for U.S. income tax purposes and is therefore subject to both federal and state taxation at a corporate level. Following the IPO, the LLC continues to operate in the United States as a partnership for U.S. federal income tax purposes. The Company files various federal and state tax returns, including some returns that are consolidated with subsidiaries. The Company accounts for the current and deferred tax effects of such returns using the asset and liability method. Significant judgments and estimates are required in determining the Company's current and deferred tax assets and liabilities, which reflect management's best assessment of the estimated future taxes it will pay. These estimates are updated throughout the year to consider income tax return filings, its geographic mix of earnings, legislative changes and other relevant items. The Company recognizes deferred tax assets and liabilities based on the differences between the financial statement carrying amounts of assets and liabilities and the amounts applicable for income tax purposes. Deferred tax assets represent items to be realized as a tax deduction or credit in future tax returns. Realization of the deferred tax assets ultimately depends on the existence of sufficient taxable income of the appropriate character in either the carryback or carryforward period. Each quarter the Company analyzes the likelihood that its deferred tax assets will be realized. A valuation allowance is recorded if, based on the weight of all available positive and negative evidence, it is more likely than not (a likelihood of more than 50%) that some portion, or all, of a deferred tax asset will not be realized (see Note 11). On an annual basis, the Company performs a comprehensive analysis of all forms of positive and negative evidence based on year end results. During each interim period, the Company updates its annual analysis for significant changes in the positive and negative evidence. If the Company later determines that realization is more likely than not for deferred tax assets with a valuation allowance, the related valuation allowance will be reduced. Conversely, if the Company determines that it is more likely than not that the Company will not be able to realize a portion of our deferred tax assets, the Company will increase the valuation allowance. The Company recognizes a tax benefit associated with an uncertain tax position when, in its judgment, it is more likely than not that the position will be sustained based upon the technical merits of the position. For a tax position that meets the more-likely-than-not recognition threshold, the Company initially and subsequently measures the income tax benefit as the largest amount that it judges to have a greater than 50% likelihood of being realized. The liability associated with unrecognized tax benefits is adjusted periodically due to changing circumstances, such as the progress of tax audits, case law developments and new or emerging legislation. Such adjustments are recognized entirely in the period in which they are identified. The Company's income tax provision includes the net impact of changes in the liability for unrecognized tax benefits. The Company has filed initial returns that reflect no taxable income in applicable jurisdictions for the period ending June 30, 2014, which remains open to examination. Its subsidiaries, Malibu Boats Holdings, LLC and Malibu Boats Pty Ltd., remain open to examination for years 2011 through 2014 in certain tax jurisdictions. While it is often difficult to predict the final outcome or the timing of resolution of any particular tax matter, the Company believes its liability for unrecognized tax benefits is adequate. The Company considers an issue to be resolved at the earlier of the issue being “effectively settled,” settlement of an examination, or the expiration of the statute of limitations. Upon resolution, unrecognized tax benefits will be reversed as a discrete event. The Company's liability for unrecognized tax benefits is generally presented as noncurrent. However, if it anticipates paying cash within one year to settle an uncertain tax position, the liability is presented as current. The Company classifies interest and penalties recognized on the liability for unrecognized tax benefits as income tax expense. Tax Receivable Agreement As a result of exchanges of LLC Units into Class A Common Stock and purchases by the Company of LLC Units from holders of LLC Units, the Company will become entitled to a proportionate share of the existing tax basis of the assets of the LLC at the time of such exchanges or purchases. In addition, such exchanges or purchases of LLC Units are expected to result in increases in the tax basis of the assets of the LLC that otherwise would not have been available. These increases in tax basis may reduce the amount of tax that the Company would otherwise be required to pay in the future. These increases in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. In connection with the Recapitalization and IPO, the Company entered into a tax receivable agreement with the pre-IPO owners of the LLC that provides for the payment by the Company to the pre-IPO owners (or any permitted assignees) of 85% of the amount of the benefits, if any, that the Company deems to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits, including those attributable to payments, under the tax receivable agreement. These payment obligations are the Company's obligations and are not obligations of the LLC. For purposes of the tax receivable agreement, the benefit deemed realized by the Company will be computed by comparing its actual income tax liability (calculated with certain assumptions) to the amount of such taxes that it would have been required to pay had there been no increase to the tax basis of the assets of the LLC as a result of the purchases or exchanges, and had the Company not entered into the tax receivable agreement. The timing and/or amount of aggregate payments due under the tax receivable agreement may vary based on a number of factors, including the amount and timing of the taxable income the Company generates in the future and the tax rate then applicable and amortizable basis. The term of the tax receivable agreement will continue until all such tax benefits have been utilized or expired, unless the Company exercises its right to terminate the tax receivable agreement for an amount based on the agreed payments remaining to be made under the agreement. In certain mergers, asset sales or other forms of business combinations or other changes of control, the Company (or its successor) would owe to the pre-IPO owners of the LLC (or any permitted assignees) a lump-sum payment equal to the present value of all forecasted future payments that would have otherwise been made under the tax receivable agreement that would be based on certain assumptions, including a deemed exchange of all LLC Units and that the Company would have had sufficient taxable income to fully utilize the deductions arising from the increased tax basis and other tax benefits related to entering into the tax receivable agreement. |
Revenue Recognition | Revenue Recognition The Company generally manufactures products based on specific orders from dealers and often ships completed products only after receiving credit approval from financial institutions. Revenue is primarily recorded when all of the following conditions have been met: • an order for a product has been received; • a common carrier signs the delivery ticket accepting responsibility for the product; and • the product is removed from the Company’s property for delivery. These conditions are generally met when title passes, which is when boats are shipped to dealers in accordance with shipping terms, which are primarily free on board shipping point. Dealers generally have no rights to return unsold boats. From time to time, however, the Company may accept returns in limited circumstances and at the Company’s discretion under its warranty policy, which generally limits returns to instances of manufacturing defects. The Company estimates the costs that may be incurred under its basic limited warranty and records as a liability the amount of such costs at the time the product revenue is recognized. The Company may be obligated, in the event of default by a dealer, to accept returns of unsold boats under its repurchase commitment to floor financing providers, who are able to obtain such boats through foreclosure. The Company accrues estimated losses when a loss, due to the default of one of its dealers, is determined to be probable and the amount of the loss is reasonably estimable. Refer to Note 8 and Note 15 related to the Company’s product warranty and repurchase commitment obligations, respectively. Revenue from boat part sales is recorded as the product is shipped from the Company’s location, which is free on board shipping point. Revenue associated with sales of materials, parts, boats or engine products sold under the Company’s exclusive manufacturing and distribution agreement with its acquired Australian licensee are eliminated in consolidation. Revenue associated with sales to the independent representative responsible for international sales is recognized in accordance with free on board shipping point terms, the point at which the risks of ownership and loss pass to the representative. A fixed percentage discount is earned by the independent representative at the time of shipment to the representative as a reduction in the price of the boat and is recorded in the Company's consolidated statement of operations as a reduction in sales. The Company entered into a license agreement with Nautique on February 6, 2015 at the same time as the settlement of litigation with Nautique (see Note 15) and earns royalties on boats shipped with the Company's proprietary wake surfing technology. Royalty income earned is recorded in net sales in the Company's consolidated statement of operations. |
Derivative Instruments | Derivative Instruments The Company follows the guidance set forth in ASC Topic 815, “Derivatives and Hedging,” which requires that an entity recognize all derivatives as either assets or liabilities in the balance sheet and measure those instruments at fair value. Changes in fair value of derivatives are recorded each period in current earnings or other comprehensive income, depending on whether the derivative is designated as part of a hedge transaction and, if it is, depending on the type of hedge transaction. The Company's previous derivative instrument, an interest rate swap, was settled in connection with the pay down of all the amounts owed on the credit facilities and term loans with the proceeds from the Company's IPO on February 5, 2014. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial instruments for which the Company did not elect the fair value option include accounts receivable, prepaids and other current assets, short-term credit facilities, accounts payable, accrued expenses and other current liabilities. The carrying amounts of these financial instruments approximate their fair values as a result of their short-term nature or variable interest rates. On April 2, 2015, the Company entered into a variable rate term loan for $80,000 , of which $78,500 was outstanding on June 30, 2015. The carrying value of the Company’s debt as of June 30, 2015 approximated its fair value. See Note 9 for more information. |
Fair Value Measurement | Fair Value Measurements The Company applies the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”, for fair value measurements of financial assets and financial liabilities, and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. ASC Topic 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820 also establishes a framework for measuring fair value and expands disclosures about fair value measurements. In addition to the financial assets and liabilities measured on a recurring basis, certain nonfinancial assets and liabilities are to be measured at fair value on a nonrecurring basis in accordance with applicable GAAP. This includes items such as nonfinancial assets and liabilities initially measured at fair value in a business combination (but not measured at fair value in subsequent periods) and nonfinancial long-lived asset groups measured at fair value for an impairment assessment. In general, non-financial assets including goodwill, other intangible assets and property and equipment are measured at fair value when there is an indication of impairment and are recorded at fair value only when any impairment is recognized. See Note 10 for more information. |
Equity-Based Compensation | Equity-Based Compensation The Company expenses employee share-based awards under ASC Topic 718, "Compensation—Stock Compensation", which requires compensation cost for the grant-date fair value of share-based awards to be recognized over the requisite service period. The Company estimates the grant date fair value of the share-based awards issued in the form of profit interests using the Black-Scholes option pricing model. The fair value of restricted stock unit awards are measured based on the market price of the Company’s stock on the grant date. See Note 13 for more information. |
Repurchase Commitments | On March 13, 2015, the Company commenced an offer to purchase up to $70,000 in value of shares of its Class A Common Stock, including shares of Class A Common Stock issued upon exchange of LLC Units, for cash by means of a “modified Dutch auction” tender offer (the “Tender Offer”). Pursuant to the Tender Offer, holders could tender all or a portion of their shares of Class A Common Stock (1) at a price specified by the tendering stockholder of not less than $21.00 and not more than $23.50 per share of Class A Common Stock, or (2) without specifying a purchase price, in which case their shares of Class A Common Stock would be purchased at the purchase price determined in accordance with the terms of the Offer. Upon completion of the Tender Offer, on April 15, 2015, the Company purchased 3,333,333 shares of Class A Common Stock, including 2,602,923 Class A Common Stock issued upon the exchange of LLC Units, at a purchase price of $21.00 per share. The Company funded the purchase price, including the related fees and expenses of approximately $1,523 , with borrowings under its Amended and Restated Credit Agreement which was entered into on April 2, 2015. Refer to Note 12 for more information on the Tender Offer. Repurchase Commitments In connection with its dealers’ wholesale floor-plan financing of boats, the Company has entered into repurchase agreements with various lending institutions. The repurchase commitment is on an individual unit basis with a term from the date it is financed by the lending institution through payment date by the dealer, generally not exceeding two and a half years. The total amount financed under the floor financing programs with repurchase obligations was $67,700 and $63,200 at June 30, 2015 and 2014 , respectively. Such agreements are customary in the industry and the Company’s exposure to loss under such agreements is limited by contractual caps and the resale value of the inventory which is required to be repurchased. No units were repurchased for the fiscal years ended June 30, 2015 , 2014 , and 2013 . |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising expenses are included in selling and marketing expenses and were not material for fiscal years ended June 30, 2015 , 2014 and 2013 . |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (the "FASB") and International Accounting Standards Board jointly issued a final standard on revenue recognition which outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. This standard will supersede most current revenue recognition guidance. Under the new standard, entities are required to identify the contract with a customer; identify the separate performance obligations in the contract; determine the transaction price; allocate the transaction price to the separate performance obligations in the contract; and recognize the appropriate amount of revenue when (or as) the entity satisfies each performance obligation. The standard is effective for fiscal years, and the interim periods within those years, beginning on or after January 1, 2017. Entities have the option of using either retrospective transition or a modified approach in applying the new standard. The Company is currently evaluating the approach it will use to apply the new standard and the impact that the adoption of the new standard will have on the Company’s consolidated financial statements. In November 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-17, Business Combinations, which provides an acquired entity with an option to apply pushdown accounting in its separate financial statements upon occurrence of an event in which an acquirer obtains control of the acquired entity. An entity that elects the option to pushdown accounting shall apply the applicable disclosure requirements in ASC 805, Business Combinations. The new standard is effective November 18, 2014. After the effective date, an acquired entity can make an election to apply the guidance to future change-in-control events or its most recent change-in-control event. The Company adopted this standard in accounting for the recent acquisition of its Australian subsidiary. See Note 3 for more information. In April 2015, the FASB issued ASU No. 2015-03. This standard provides guidance on the balance sheet presentation for debt issuance costs, debt discounts and debt premiums. To simplify the presentation of debt issuance costs, this standard requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. This ASU is effective for fiscal years beginning after December 15, 2015. The Company is evaluating the new guidance and the impact it will have on the Company's consolidated financial statements. |
Delivery Costs | Delivery Costs Shipping and freight costs are included in cost of goods sold in the accompanying consolidated statements of operations and comprehensive income (loss). |
Debt Issuance Cost | Debt Issuance Costs In July 2013, deferred financing costs of $1,016 were capitalized with the issuance of the previously existing revolving credit facility and term note of Malibu Boats, LLC, a subsidiary of the Company. Unamortized debt issuance costs of $531 associated with the previously existing term note and revolving credit facility were expensed upon extinguishment of the debt. On February 5, 2014, the Company used a portion of the net proceeds from the IPO of Malibu Boats, Inc. to pay down all amounts owed under the existing credit facilities and term loans. Unamortized debt issuance costs of $965 associated with pay down were expensed upon settlement. Refer to Note 2 for further information regarding the IPO. In connection with the new term loan entered into under the Amended and Restated Credit Agreement on April 2, 2015, the Company capitalized $1,224 in deferred financing costs. Deferred financing costs of $5 were recorded in connection with the Company's acquisition of its Australian Licensee on October 23, 2014. Amortization of deferred financing costs, including those related to the extinguishment of the prior debt and the Licensee, of $71 , $1,583 , and $148 were recorded for the fiscal years ended June 30, 2015 , 2014 , and 2013 , respectively. Unamortized debt issuance costs were $1,158 and $0 at June 30, 2015 and 2014 , respectively. These amounts were classified as other assets, net and amortized over the term underlying credit agreement into interest expense using the effective interest method. |
Rebates, Promotions, Floor Financing and Incentives | Rebates, Promotions, Floor Financing and Incentives The Company provides for various structured dealer rebate and sales promotions incentives, which are recognized as a reduction in net sales, at the time of sale to the dealer. Examples of such programs include rebates, seasonal discounts, promotional co-op arrangements and other allowances. Dealer rebates and sales promotion expenses are estimated based on current programs and historical achievement and/or usage rates. Actual results may differ from these estimates if market conditions dictate the need to enhance or reduce sales promotion and incentive programs or if dealer achievement or other items vary from historical trends. Free floor financing incentives include payments to the lenders providing floor plan financing to the dealers or directly to the dealers themselves. Free floor financing incentives are estimated at the time of sale to the dealer based on the expected expense to the Company over the term of the free flooring period, ending in April each year, and are recognized as a reduction in sales. The Company accounts for both incentive payments directly to dealers and payment to third party lenders in this manner. |
Organization, Basis of Presen27
Organization, Basis of Presentation, and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Non-Controlling Interest, LLC | As of June 30, 2015 As of June 30, 2014 Units Ownership % Units Ownership % Non-controlling LLC unit holders ownership in Malibu Boats Holdings, LLC 1,419,094 7.4 % 11,373,737 50.7 % Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC 17,858,726 92.6 % 11,064,201 49.3 % 19,277,820 100.0 % 22,437,938 100.0 % Balance of non-controlling interest as of June 30, 2014 $ 8,801 Allocation of income to non-controlling LLC Unit holders for period 8,522 Distributions paid and payable to non-controlling LLC Unit holders for period (1,738 ) Balance of non-controlling interest as of June 30, 2015 $ 15,585 |
Property and Equipment | Depreciation on leasehold improvements is computed using the straight-line method based on the lesser of the remaining lease term or the estimated useful life and depreciation of equipment is computed using the straight-line method over the estimated useful life as follows: Years Leasehold improvements Shorter of useful life or lease term Machinery and equipment 3-5 Furniture and fixtures 3-5 Property and equipment, net consisted of the following: As of June 30, 2015 As of June 30, 2014 Land $ 254 $ 254 Leasehold improvements 4,527 2,039 Machinery and equipment 14,728 11,257 Furniture and fixtures 2,354 1,544 Construction in process 2,621 2,987 24,484 18,081 Less accumulated depreciation (9,538 ) (7,118 ) $ 14,946 $ 10,963 |
Change In Accrual For Dealer Rebates | Changes in the Company’s accrual for dealer rebates were as follows: As of June 30, 2015 2014 Balance at beginning of year $ 2,404 $ 2,709 Add: Additions to dealer rebate incentive provision 5,846 4,511 Less: Dealer rebates paid (5,085 ) (4,816 ) Balance at end of year $ 3,165 $ 2,404 |
Change in Accrual For Floor Financing | Changes in the Company’s accrual for flooring financing were as follows: As of June 30, 2015 2014 Balance at beginning of year $ — $ — Add: Additions to flooring provision 2,813 2,197 Less: Flooring paid (2,813 ) (2,197 ) Balance at end of year $ — $ — |
Non-controlling interest (Table
Non-controlling interest (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Noncontrolling Interest [Abstract] | |
Non-controlling Interest | As of June 30, 2015 As of June 30, 2014 Units Ownership % Units Ownership % Non-controlling LLC unit holders ownership in Malibu Boats Holdings, LLC 1,419,094 7.4 % 11,373,737 50.7 % Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC 17,858,726 92.6 % 11,064,201 49.3 % 19,277,820 100.0 % 22,437,938 100.0 % |
Schedule of Non-Controlling Interest, LLC | As of June 30, 2015 As of June 30, 2014 Units Ownership % Units Ownership % Non-controlling LLC unit holders ownership in Malibu Boats Holdings, LLC 1,419,094 7.4 % 11,373,737 50.7 % Malibu Boats, Inc. ownership in Malibu Boats Holdings, LLC 17,858,726 92.6 % 11,064,201 49.3 % 19,277,820 100.0 % 22,437,938 100.0 % Balance of non-controlling interest as of June 30, 2014 $ 8,801 Allocation of income to non-controlling LLC Unit holders for period 8,522 Distributions paid and payable to non-controlling LLC Unit holders for period (1,738 ) Balance of non-controlling interest as of June 30, 2015 $ 15,585 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the purchase price allocation based on the fair values of the assets acquired and liabilities of the Licensee assumed at the acquisition date: Consideration: Cash consideration paid $ 13,305 Equity consideration paid 1 2,837 Fair value of total consideration transferred $ 16,142 Recognized amounts of identifiable assets acquired and (liabilities assumed), at fair value: Cash $ 1,642 Accounts receivable 878 Inventories 5,023 Other current assets 195 Net property, plant, and equipment 1,191 Identifiable intangible assets 4,558 Other assets 45 Current liabilities (3,908 ) Deferred tax liabilities (1,407 ) Other liabilities (34 ) Fair value of assets acquired and liabilities assumed $ 8,183 Goodwill 7,959 Total purchase price $ 16,142 1 In accordance with ASC Topic 820, the fair value of the equity consideration paid reflects a discount to take into account the effect of the 2 year sale restriction on 71.43% of the consideration paid in stock. The measurement period adjustment of $87 was made in the fourth quarter of fiscal 2015 which also reduced goodwill. |
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination | The fair value estimates for the Company's identifiable intangible assets acquired as part of the acquisition are as follows: Estimates of Fair Value Estimated Useful Life (in years) Reacquired franchise rights $ 1,579 5 Dealer relationships 2,808 15 Non-compete agreement 61 10 Backlog 110 0.3 Total $ 4,558 |
Business Acquisition, Pro Forma Information | The unaudited pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of fiscal 2014 or of the results that may occur in the future: Fiscal Year Ended June 30, 2015 2014 Net sales $ 233,688 $ 205,866 Net income 24,174 1,700 Net income (loss) attributable to Malibu Boats, Inc. 15,463 (2,263 ) Basic earnings (loss) per share $ 0.98 $ (0.20 ) Diluted earnings (loss) per share $ 0.98 $ (0.20 ) |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories, net consisted of the following: As of June 30, 2015 As of June 30, 2014 Raw materials $ 15,990 $ 9,786 Work in progress 1,933 1,428 Finished goods 3,399 2,440 Inventory obsolescence reserve (929 ) (764 ) Net inventory $ 20,393 $ 12,890 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Depreciation on leasehold improvements is computed using the straight-line method based on the lesser of the remaining lease term or the estimated useful life and depreciation of equipment is computed using the straight-line method over the estimated useful life as follows: Years Leasehold improvements Shorter of useful life or lease term Machinery and equipment 3-5 Furniture and fixtures 3-5 Property and equipment, net consisted of the following: As of June 30, 2015 As of June 30, 2014 Land $ 254 $ 254 Leasehold improvements 4,527 2,039 Machinery and equipment 14,728 11,257 Furniture and fixtures 2,354 1,544 Construction in process 2,621 2,987 24,484 18,081 Less accumulated depreciation (9,538 ) (7,118 ) $ 14,946 $ 10,963 |
Goodwill and Other Intangible32
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill and other intangible assets | The components of other intangible assets were as follows: June 30, 2015 June 30, 2014 Estimated Useful Life (in years) Weighted Average Remaining Useful Life (in years) Definite-lived intangibles: Reacquired franchise rights $ 1,378 $ — 5 4.6 Dealer relationships 29,842 27,392 8-15 14.3 Patent 1,386 1,386 12 3.1 Trade name 24,667 24,567 15 6.2 Non-compete agreement 54 — 10 9.6 Backlog 96 — 0.3 0.0 Total 57,423 53,345 Less: Accumulated amortization (43,428 ) (40,987 ) Total other intangible assets, net $ 13,995 $ 12,358 |
Schedule of future amortization expenses | Estimated future amortization expenses as of June 30, 2015 are as follows: Fiscal Year As of June 30, 2015 2016 $ 2,204 2017 2,204 2018 2,204 2019 2,098 2020 1,899 Thereafter 3,386 $ 13,995 |
Product Warranties (Tables)
Product Warranties (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Product Warranties Disclosures [Abstract] | |
Product Warranties | Changes in the Company’s product warranty liability were as follows: As of June 30, 2015 As of June 30, 2014 Balance at beginning of year $ 6,164 $ 5,658 Add: Additions to warranty provision 3,210 3,062 Additions for Australian acquisition 308 — Adjustments to preexisting warranties (514 ) (155 ) Less: Warranty claims paid (2,558 ) (2,401 ) Balance at end of year $ 6,610 $ 6,164 |
Financing (Tables)
Financing (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Outstanding Debt | Outstanding debt consisted of the following: As of June 30, 2015 As of June 30, 2014 Current maturities of long-term debt $ 6,500 $ — Long-term debt Term loan 72,000 — 78,500 — Less current maturities (6,500 ) — Total debt less current maturities $ 72,000 $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities on Recurring Basis | Assets and liabilities that had recurring fair value measurements were as follows: Fair Value Measurements at Reporting Date Using Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) As of June 30, 2015: Cash 1 $ 8,387 $ 8,387 $ — $ — Total assets at fair value $ 8,387 $ 8,387 $ — $ — As of June 30, 2014: Cash 1 $ 12,173 $ 12,173 $ — $ — Total assets at fair value $ 12,173 $ 12,173 $ — $ — |
Income Taxes and Tax Receivab36
Income Taxes and Tax Receivable Agreeement (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of provision for (benefit from) income taxes are as follows: Fiscal Year Ended Fiscal Year Ended Current tax expense: Federal $ 205 $ 44 State 95 376 Foreign 430 14 Total Current 730 434 Deferred tax expense (benefit): Federal 8,208 (2,066 ) State (49 ) (588 ) Foreign (226 ) — Total Deferred 7,933 (2,654 ) Income tax expense (benefit) $ 8,663 $ (2,220 ) |
Schedule of Effective Income Tax Rate Reconciliation | The income tax benefit differs from the amount computed by applying the federal statutory income tax rate to income from continuing operations before income taxes. The sources and tax effects of the differences are as follows: Fiscal Year Ended Fiscal Year Ended Federal tax provision at statutory rate 35.0 % 35.0 % State income taxes, net of federal benefit 0.1 5.5 Permanent differences attributable to partnership investment 1.6 (9.9 ) Non-controlling interest (9.8 ) 36.5 Other, net 0.3 (1.9 ) Total income tax expense on continuing operations 27.2 % 65.2 % |
Schedule of Deferred Tax Assets and Liabilities | The components of the Company's net deferred income tax assets and liabilities at June 30, 2015 and 2014 are as follows: As of June 30, 2015 As of June 30, 2014 Deferred tax assets: Litigation accrual $ — $ 500 Partnership basis differences 105,632 21,452 Fixed assets and intangibles 144 — Accrued liabilities and reserves 448 — State tax credits and NOLs 388 — Other 35 — Total deferred tax assets 106,647 21,952 Deferred tax liabilities: Income tax deferral due to fiscal year end — 995 Fixed assets and intangibles 1,101 — Total deferred tax liabilities 1,101 995 Less valuation allowance — — Total net deferred tax assets $ 105,546 $ 20,957 |
Summary of Unrecognized Tax Benefits | A reconciliation of changes in the amount of unrecognized tax benefits for the fiscal years ended June 30, 2014 and 2015 is as follows: As of June 30, 2015 As of June 30, 2014 Balance as of July 1 $ — $ — Additions based on tax positions taken during the current period 4 — Reductions based on tax positions taken during a prior period — — Additions based on tax positions taken during a prior period 62 — Balance as of June 30 $ 66 $ — |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity | A detail of the LLC’s outstanding restricted LLC Units (formerly M Units) for the fiscal years ended June 30, 2015 and 2014 are as follows (in thousands, except per share amounts): Total Units June 30, 2013 Units Granted Units Sold Total Units June 30, 2014 Units Vested Through June 30, 2014 Units Unvested Through June 30, 2014 LLC Units 931 387 (211 ) 1,107 815 292 Weighted Average Grant Date Fair Value Per Unit $ 14.78 $ 14.12 $ (14.46 ) $ 14.52 $ 14.59 $ 14.32 Total Units June 30, 2014 Units Granted Units Sold Total Units June 30, 2015 Units Vested Through June 30, 2015 Units Unvested Through June 30, 2015 LLC Units 1,107 — (625 ) 482 215 267 Weighted Average Grant Date Fair Value Per Unit $ 14.52 $ — $ (14.60 ) $ 14.33 $ 14.41 $ 14.26 The following table presents the number and weighted-average grant date fair value of the Company’s director and employee restricted stock units (in thousands, except per share amounts): As of June 30, 2015 As of June 30, 2014 Number of Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Number of Restricted Stock Units Outstanding Weighted Average Grant Date Fair Value Total Non-vested Restricted Stock Units at beginning of year 46 $ 20.03 — $ — Granted 21 20.44 107 16.82 Vested (21 ) 15.83 (61 ) 14.38 Forfeited (2 ) 20.03 — — Total Non-vested Restricted Stock Units at end of year 45 $ 20.20 46 $ 20.03 |
Net Earnings (Loss) Per Share (
Net Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income per Share | Basic and diluted net income (loss) per share of Class A Common Stock has been computed as follows (in thousands, except share and per share amounts): Fiscal Year Ended June 30, 2015 Period from February 5, 2014 to June 30, 2014 Basic: Net income (loss) attributable to Malibu Boats, Inc. $ 14,661 $ (4,676 ) Shares used in computing basic net income (loss) per share: Weighted-average Class A Common Stock 15,668,072 11,054,894 Weighted-average participating restricted stock units convertible into Class A Common Stock 64,459 416 Basic weighted-average shares outstanding 15,732,531 11,055,310 Basic net income (loss) per share $ 0.93 $ (0.42 ) Diluted: Net income (loss) attributable to Malibu Boats, Inc. $ 14,661 $ (4,676 ) Shares used in computing diluted net income (loss) per share: Basic weighted-average shares outstanding 15,732,531 11,055,310 Restricted stock units granted to employees 8,487 — Diluted weighted-average shares outstanding 1 15,741,018 11,055,310 Diluted net income (loss) per share $ 0.93 $ (0.42 ) 1 The Company excluded 1,419,094 and 11,373,855 potentially dilutive shares from the calculation of diluted net income (loss) per share for the fiscal year ended June 30, 2015 and 2014 , respectively, as these units would have been antidilutive. |
Commitment and Contingencies (T
Commitment and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments under noncancelable operating leases as of June 30, 2015 , are as follows: As of June 30, 2015 Fiscal Year 2016 $ 2,272 2017 2,218 2018 2,223 2019 2,373 2020 2,378 Thereafter 18,359 $ 29,823 |
Quarterly Financial Informati40
Quarterly Financial Information (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Information | Quarter Ended Fiscal Year Ended June 30, 2015 March 31, 2015 December 31, 2014 September 30, 2014 Net Sales $ 60,716 $ 64,762 $ 55,484 $ 47,659 $ 228,621 Gross Profit 16,275 17,897 14,164 12,093 60,429 Operating income 11,324 9,523 6,998 3,305 31,150 Net income 7,575 7,643 5,576 2,389 23,183 Net income attributable to non-controlling interest 1,923 3,278 2,312 1,009 8,522 Net income attributable to Malibu Boats, Inc. $ 5,652 $ 4,365 $ 3,264 $ 1,380 $ 14,661 Basic net income (loss) per share $ 0.35 $ 0.28 $ 0.21 $ 0.09 $ 0.93 Diluted net income (loss) per share $ 0.35 $ 0.28 $ 0.21 $ 0.09 $ 0.93 Quarter Ended 1 Fiscal Year Ended June 30, 2014 March 31, 2014 December 31, 2013 September 30, 2013 Net Sales $ 53,400 $ 50,293 $ 43,938 $ 43,304 $ 190,935 Gross Profit 14,676 13,401 11,696 11,021 50,794 Operating (loss) income (12,914 ) 296 5,823 6,340 (455 ) Net (loss) income (10,600 ) (987 ) 5,220 5,179 (1,188 ) Net (loss) income attributable to non-controlling interest (6,294 ) (617 ) 5,220 5,179 3,488 Net loss attributable to Malibu Boats, Inc. $ (4,306 ) $ (370 ) $ — $ — $ (4,676 ) Basic net loss per share $ (0.39 ) $ (0.03 ) $ — $ — $ (0.42 ) Diluted net income per share $ (0.39 ) $ (0.04 ) $ — $ — $ (0.42 ) 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. Certain totals will not sum exactly due to rounding. |
Organization, Basis of Presen41
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Tender Offer (Details) - USD ($) | May. 27, 2015 | Apr. 15, 2015 | Apr. 09, 2015 | Jul. 15, 2014 | Feb. 04, 2014 | Jun. 30, 2014 | Feb. 05, 2014 | Jun. 30, 2015 | Mar. 13, 2015 | Nov. 01, 2013 |
Class of Stock [Line Items] | ||||||||||
Common stock, par value (per share) | $ 0.01 | |||||||||
Debt issuance costs, net | $ 0 | $ 1,158,000 | ||||||||
Issuance of common stock | $ 99,512,000 | $ 47,766,000 | 133,362,000 | |||||||
Proceeds from Issuance of Common Stock | $ 10 | |||||||||
Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Stock Repurchase Program, Authorized Amount | $ 70,000,000 | |||||||||
stock repurchase per share | $ 21 | |||||||||
Stock Repurchased During Period, Shares | 3,333,333 | |||||||||
Issuance of common stock (shares) | 5,520,000 | |||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 2,602,923 | |||||||||
Issuance of common stock | $ 18.50 | |||||||||
Unsolicited Tender Offer Costs | $ 1,523,000 | |||||||||
Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Common stock, par value (per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Issuance of common stock (shares) | 3,996,255 | 8,214,285 | ||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 2,967,267 | |||||||||
Issuance of common stock | $ 19.05 | |||||||||
Underwriting discounts and commissions | 5,106,000 | |||||||||
Minimum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
stock repurchase per share | $ 21 | |||||||||
Maximum [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
stock repurchase per share | $ 23.50 | |||||||||
Stock Sold by Selling Stockholders [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | $ 20,178,000 | |||||||||
Follow-On Offering [Member] | Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 5,520,000 | |||||||||
Follow-On Offering [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 1,148,107 | |||||||||
Proceeds from Issuance of Common Stock | $ 76,836,000 | |||||||||
Underwriting discounts and commissions | 5,106,000 | |||||||||
Stock Sold by Company [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Proceeds from Issuance of Common Stock | $ 76,836,000 | |||||||||
Over-Allotment Option [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 521,250 | |||||||||
Stock Sold by Selling Stockholders [Member] | Follow-On Offering [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 1,148,107 | |||||||||
Proceeds from Issuance of Common Stock | $ 20,178,000 | |||||||||
Stock Sold by Selling Stockholders [Member] | Over-Allotment Option [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 181,748 | 172,175 | ||||||||
Stock Sold by Company [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 4,371,893 | |||||||||
Stock Sold by Company [Member] | Follow-On Offering [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 4,371,893 | |||||||||
Proceeds from Issuance of Common Stock | $ 102,120,000 | |||||||||
Stock Sold by Company [Member] | Over-Allotment Option [Member] | Class A Common Stock [Member] | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock (shares) | 538,252 | 899,252 |
Organization, Basis of Presen42
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Concentration Risk (Details) $ in Thousands | 5 Months Ended | 12 Months Ended | |||
Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)dealer | Jun. 30, 2014USD ($) | Jun. 30, 2013 | Apr. 02, 2015USD ($) | |
Concentration Risk [Line Items] | |||||
Capitalized offering costs | $ (1,550) | $ (1,498) | |||
Long-term Debt | 0 | $ 78,500 | $ 0 | ||
Concentration risk, credit risk, line of credit period | 14 days | ||||
Number of independent dealers | dealer | 178 | ||||
Customer Concentration Risk [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 4.70% | 4.70% | 4.70% | ||
Unit Volume [Member] | |||||
Concentration Risk [Line Items] | |||||
Concentration risk percentage | 33.70% | 34.10% | 36.10% | ||
Secured Debt [Member] | |||||
Concentration Risk [Line Items] | |||||
Long-term Debt | $ 78,500 | $ 80,000 | |||
Additional Paid-in Capital [Member] | |||||
Concentration Risk [Line Items] | |||||
Capitalized offering costs | $ (1,550) | $ (1,498) | $ (1,550) |
Organization, Basis of Presen43
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Trade Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Accounting Policies [Abstract] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 80 | $ 123 |
Organization, Basis of Presen44
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Capitalization of Offering Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Accounting Policies [Abstract] | ||
Other Prepaid Expense, Current | $ 108 | $ 644 |
Organization, Basis of Presen45
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Property and Equipment (Details) | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Machinery and Equipment [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment Useful Life | 3 years | ||
Machinery and Equipment [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment Useful Life | 5 years | ||
Furniture and Fixtures [Member] | Minimum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment Useful Life | 3 years | ||
Furniture and Fixtures [Member] | Maximum [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and Equipment Useful Life | 5 years | ||
Customer Concentration Risk [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Concentration risk percentage | 4.70% | 4.70% | 4.70% |
Organization, Basis of Presen46
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Dealer Rebates (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Dealer Rebate Accrual [Roll Forward] | ||
Balance at beginning of year | $ 2,404 | $ 2,709 |
Add: Additions to dealer rebate incentive provision | 5,846 | 4,511 |
Less: Dealer rebates paid | (5,085) | (4,816) |
Balance at end of year | $ 3,165 | $ 2,404 |
Organization, Basis of Presen47
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Floor Financing (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Floor Financing Accrual [Roll Forward] | ||
Balance at beginning of year | $ 0 | $ 0 |
Add: Additions to flooring provision | 2,813 | 2,197 |
Less: Flooring paid | (2,813) | (2,197) |
Balance at end of year | $ 0 | $ 0 |
Organization, Basis of Presen48
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Repurchase Commitments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Accounting Policies [Abstract] | ||
Floor Financing, Repurchase Obligations | $ 67,700 | $ 63,200 |
Repurchase Commitments, Period | 2 years 6 months |
Organization, Basis of Presen49
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Debt Issuance Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 02, 2015 | Oct. 23, 2014 | Feb. 05, 2014 | Jul. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||
Debt issuance costs, net | $ 1,158 | $ 0 | |||||
Deferred Finance Costs, Net | $ 1,016 | ||||||
Unamortized Debt Issuance Expense | $ 965 | $ 531 | |||||
Amortization of deferred financing costs | $ 71 | $ 1,583 | $ 148 | ||||
U.S. Segment [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Deferred Finance Costs, Gross | $ 1,224 | ||||||
Australia Segment [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Deferred Finance Costs, Net | $ 5 |
Organization, Basis of Presen50
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Segment Reporting (Details) | 12 Months Ended |
Jun. 30, 2015Segment | |
Accounting Policies [Abstract] | |
Number of Reportable Segments | 2 |
Organization, Basis of Presen51
Organization, Basis of Presentation, and Summary of Significant Accounting Policies Revenue Recognition (Details) | Jun. 30, 2015dealer |
Accounting Policies [Abstract] | |
Number of independent dealers | 178 |
Number of Independent Dealers, Default | 1 |
Recapitalization and Initial 52
Recapitalization and Initial Public Offering Recapitalization (Details) - shares | May. 27, 2015 | Feb. 04, 2014 | Jun. 30, 2014 | Feb. 05, 2014 | Jun. 30, 2015 | May. 31, 2014 | Dec. 31, 2013 | Nov. 01, 2013 |
Class of Stock [Line Items] | ||||||||
Common unit, outstanding | 22,437,938 | 19,277,820 | ||||||
Common stock, shares issued | 100 | |||||||
LLC Units [Member] | Malibu Boat LLC [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common unit, outstanding | 17,071,424 | |||||||
Class B Common Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, shares issued | 44 | 24 | ||||||
Class A Common Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock (shares) | 3,996,255 | 8,214,285 | ||||||
Common stock, shares issued | 11,064,201 | 17,870,569 | 100 | |||||
Common Stock [Member] | Class B Common Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock (shares) | 34 | 44 | ||||||
Common stock, shares issued | 44 | 10 | ||||||
Common Stock [Member] | Class A Common Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Issuance of common stock (shares) | 7,643,000 | 3,412,000 | 4,371,000 |
Recapitalization and Initial 53
Recapitalization and Initial Public Offering IPO (Details) - USD ($) | May. 27, 2015 | Jul. 15, 2014 | Feb. 04, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Feb. 05, 2014 |
Class of Stock [Line Items] | |||||||
Repayments of long-term debt | $ 21,500,000 | $ 88,589,000 | $ 26,155,000 | ||||
Proceeds from Issuance of Common Stock | $ 10 | ||||||
Payments for Repurchase of Equity | $ 69,750,000 | ||||||
Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 3,996,255 | 8,214,285 | |||||
Share price | $ 14 | ||||||
Underwriting discounts and commissions | $ 5,106,000 | ||||||
Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 4,371,893 | ||||||
Malibu Boat LLC [Member] | |||||||
Class of Stock [Line Items] | |||||||
Repayments of long-term debt | $ 63,410,000 | ||||||
Other Payments | 2,700,000 | ||||||
Payments for Repurchase of Equity | 29,762,000 | ||||||
Contract Termination [Member] | Malibu Boat LLC [Member] | |||||||
Class of Stock [Line Items] | |||||||
Payments for Restructuring | $ 3,750,000 | ||||||
IPO [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 8,214,285 | ||||||
Share price | $ 14 | ||||||
Proceeds from Issuance of Common Stock | $ 115,000,000 | ||||||
Underwriting discounts and commissions | $ 8,050,000 | ||||||
IPO [Member] | Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 7,642,996 | ||||||
Proceeds from Issuance of Common Stock | $ 99,512,000 | ||||||
IPO [Member] | Stock Sold by Selling Stockholders [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 571,289 | ||||||
Proceeds from Issuance of Common Stock | $ 7,438,000 | ||||||
Over-Allotment Option [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 521,250 | ||||||
Over-Allotment Option [Member] | Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 538,252 | 899,252 | |||||
Over-Allotment Option [Member] | Stock Sold by Selling Stockholders [Member] | Class A Common Stock [Member] | |||||||
Class of Stock [Line Items] | |||||||
Issuance of common stock (shares) | 181,748 | 172,175 |
Recapitalization and Initial 54
Recapitalization and Initial Public Offering LLC Agreement (Details) | Feb. 04, 2014 | Feb. 05, 2014 |
Class of Stock [Line Items] | ||
Percentage of Voting Power and Control | 100.00% | |
Malibu Boat LLC [Member] | ||
Class of Stock [Line Items] | ||
Malibu boats, Inc, cumulative percentage ownership after all transactions | 49.30% |
Recapitalization and Initial 55
Recapitalization and Initial Public Offering Tax Receivable Agreement (Details) | Jun. 30, 2015 |
Restructuring and Related Activities [Abstract] | |
Tax receivable agreement, percentage of realized cash saving in tax to be pass through | 85.00% |
Recapitalization and Initial 56
Recapitalization and Initial Public Offering Capitalization of Offering Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Restructuring and Related Activities [Abstract] | |||
Payments of Stock Issuance Costs | $ 1,498 | $ 1,550 | $ 0 |
Recapitalization and Initial 57
Recapitalization and Initial Public Offering Exchange Agreement (Details) | 12 Months Ended |
Jun. 30, 2015 | |
Offsetting [Abstract] | |
Conversion of Stock, Conversion Ratio | 1 |
Non-controlling interest (Detai
Non-controlling interest (Details) - USD ($) $ in Thousands | Apr. 15, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Sep. 30, 2014 | [1] | Jun. 30, 2014 | Mar. 31, 2014 | [2] | Dec. 31, 2013 | [2] | Sep. 30, 2013 | [2] | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Feb. 05, 2014 | ||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Balance of non-controlling interest as of June 30, 2014 | $ 15,585 | $ 8,801 | $ 15,585 | $ 8,801 | |||||||||||||||||
Common unit, outstanding | 19,277,820 | 22,437,938 | 19,277,820 | 22,437,938 | |||||||||||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | 100.00% | 100.00% | |||||||||||||||||
Net income attributable to non-controlling interest | $ 1,923 | [1] | $ 3,278 | $ 2,312 | $ 1,009 | $ (6,294) | [2] | $ (617) | $ 5,220 | $ 5,179 | $ 8,522 | $ 3,488 | $ 17,984 | ||||||||
Tax distributions payable to non-controlling LLC Unit holders | 147 | 2,008 | 0 | ||||||||||||||||||
Noncontrolling Interest [Member] | |||||||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Distribution Made to Limited Liability Company (LLC) Member, Paid and Payable | (1,738) | ||||||||||||||||||||
Tax distributions payable to non-controlling LLC Unit holders | 147 | 2,008 | |||||||||||||||||||
Distribution Made to Limited Liability Company (LLC) Member, Cash Distributions Paid | $ 3,630 | $ 11,457 | $ 12,347 | ||||||||||||||||||
Malibu Boat LLC [Member] | Noncontrolling Interest [Member] | |||||||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Common unit, outstanding | 1,419,094 | 11,373,737 | 1,419,094 | 11,373,737 | |||||||||||||||||
Equity Method Investment, Ownership Percentage | 7.40% | 50.70% | 7.40% | 50.70% | |||||||||||||||||
Parent Company [Member] | Parent [Member] | |||||||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Common unit, outstanding | 17,858,726 | 11,064,201 | 17,858,726 | 11,064,201 | |||||||||||||||||
Equity Method Investment, Ownership Percentage | 92.60% | 49.30% | 92.60% | 49.30% | |||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Stock Repurchased During Period, Shares | 3,333,333 | ||||||||||||||||||||
LLC Units [Member] | |||||||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Common Unit, New Issues | 173,215 | ||||||||||||||||||||
Common Units, Canceled | 3,333,333 | ||||||||||||||||||||
LLC Units [Member] | Malibu Boat LLC [Member] | |||||||||||||||||||||
Noncontrolling Interest [Line Items] | |||||||||||||||||||||
Common unit, outstanding | 17,071,424 | ||||||||||||||||||||
[1] | 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. | ||||||||||||||||||||
[2] | . |
Acquisition Acquistion (Details
Acquisition Acquistion (Details) - USD ($) $ in Thousands | Oct. 23, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 12,665 | $ 5,718 | |
Australia Licensee [Member] | |||
Business Acquisition [Line Items] | |||
Cash consideration paid | $ 13,305 | ||
Equity consideration paid | 2,837 | ||
Fair value of total consideration transferred | 16,142 | ||
Cash | 1,642 | ||
Accounts receivable | 878 | ||
Inventories | 5,023 | ||
Other current assets | 195 | ||
Net property, plant, and equipment | 1,191 | ||
Identifiable intangible assets | 4,558 | ||
Other assets | 45 | ||
Current liabilities | (3,908) | ||
Deferred tax liabilities | (1,407) | ||
Other liabilities | (34) | ||
Fair value of assets acquired and liabilities assumed | 8,183 | ||
Australia Segment [Member] | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 7,959 |
Acquisition Pro Forma Financial
Acquisition Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||||||||||||
Jun. 30, 2015 | Mar. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Sep. 30, 2014 | [1] | Jun. 30, 2014 | [2] | Mar. 31, 2014 | [2] | Dec. 31, 2013 | [2] | Sep. 30, 2013 | [2] | Jun. 30, 2014 | Feb. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | ||
Business Acquisition [Line Items] | |||||||||||||||||||||
Net sales | $ 60,716 | [1] | $ 64,762 | $ 55,484 | $ 47,659 | $ 53,400 | $ 50,293 | $ 43,938 | $ 43,304 | $ 228,621 | $ 190,935 | $ 167,012 | |||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 7,575 | [1] | 7,643 | 5,576 | 2,389 | (10,600) | (987) | 5,220 | 5,179 | $ (11,636) | $ 10,448 | 23,183 | (1,188) | 17,984 | |||||||
Net Income (Loss) Attributable to Parent | $ 5,652 | [1] | $ 4,365 | $ 3,264 | $ 1,380 | $ (4,306) | $ (370) | $ 0 | $ 0 | $ 14,661 | $ (4,676) | $ 0 | |||||||||
Basic net income (loss) per share | $ 0.35 | $ 0.28 | $ 0.21 | $ 0.09 | $ (0.39) | $ (0.03) | $ 0 | $ 0 | $ (0.42) | $ 0.93 | $ (0.42) | ||||||||||
Diluted net income (loss) per share | $ 0.35 | $ 0.28 | $ 0.21 | $ 0.09 | $ (0.39) | $ (0.04) | $ 0 | $ 0 | $ (0.42) | $ 0.93 | $ (0.42) | ||||||||||
Pro Forma [Member] | |||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||
Net sales | $ 233,688 | $ 205,866 | |||||||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 24,174 | 1,700 | |||||||||||||||||||
Net Income (Loss) Attributable to Parent | $ 15,463 | $ (2,263) | |||||||||||||||||||
Basic net income (loss) per share | $ 0.98 | $ (0.20) | |||||||||||||||||||
Diluted net income (loss) per share | $ 0.98 | $ (0.20) | |||||||||||||||||||
[1] | 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. | ||||||||||||||||||||
[2] | . |
Acquisition Estimates of Fair V
Acquisition Estimates of Fair Value (Details) - USD ($) $ in Thousands | Oct. 23, 2014 | Jun. 30, 2015 |
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 4,558 | |
Franchise Rights [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 1,579 | |
Useful Life | 5 years | 5 years |
Dealer Relationship [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 2,808 | |
Useful Life | 15 years | |
Noncompete Agreements [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 61 | |
Useful Life | 10 years | 10 years |
Order or Production Backlog [Member] | ||
Business Acquisition [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 110 | |
Useful Life | 3 months 22 days | 3 months 22 days |
Acquisition Narrative (Details)
Acquisition Narrative (Details) - USD ($) | May. 27, 2015 | Oct. 23, 2014 | Feb. 04, 2014 | Jun. 30, 2015 | Mar. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Sep. 30, 2014 | [1] | Jun. 30, 2014 | Mar. 31, 2014 | [2] | Dec. 31, 2013 | [2] | Sep. 30, 2013 | [2] | Jun. 30, 2014 | Feb. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | ||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Issuance of Class A Common Stock for acquisition | $ 2,837,000 | |||||||||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 11 years 1 month 6 days | |||||||||||||||||||||||
Goodwill | $ 12,665,000 | $ 5,718,000 | $ 5,718,000 | 12,665,000 | $ 5,718,000 | |||||||||||||||||||
Net sales | 60,716,000 | [1] | $ 64,762,000 | $ 55,484,000 | $ 47,659,000 | 53,400,000 | [2] | $ 50,293,000 | $ 43,938,000 | $ 43,304,000 | 228,621,000 | 190,935,000 | $ 167,012,000 | |||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | 7,575,000 | [1] | $ 7,643,000 | $ 5,576,000 | $ 2,389,000 | $ (10,600,000) | [2] | $ (987,000) | $ 5,220,000 | $ 5,179,000 | $ (11,636,000) | $ 10,448,000 | $ 23,183,000 | (1,188,000) | $ 17,984,000 | |||||||||
Class A Common Stock [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Issuance of common stock (shares) | 3,996,255 | 8,214,285 | ||||||||||||||||||||||
Australia Licensee [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Fair value of total consideration transferred | $ 16,142,000 | |||||||||||||||||||||||
Cash consideration paid | 13,305,000 | |||||||||||||||||||||||
Equity consideration paid | $ 2,837,000 | |||||||||||||||||||||||
Business Combination, Consideration Transferred, Equity Valuation, Duration | 20 days | |||||||||||||||||||||||
Business Combination, Consideration Transferred, Equity Restriction, Percentage | 71.43% | |||||||||||||||||||||||
Business Combination, Consideration Transferred, Equity Restriction, Period | 2 years | |||||||||||||||||||||||
Goodwill, Period Increase (Decrease) | $ 87,000 | |||||||||||||||||||||||
Business Acquisition, Transaction Costs | $ 824,000 | |||||||||||||||||||||||
Common Stock [Member] | Class A Common Stock [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Issuance of common stock (shares) | 7,643,000 | 3,412,000 | 4,371,000 | |||||||||||||||||||||
Issuance of Class A Common Stock for acquisition | $ 2,000 | |||||||||||||||||||||||
Common Stock [Member] | Australia Licensee [Member] | Class A Common Stock [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Issuance of common stock (shares) | 170,889 | |||||||||||||||||||||||
Issuance of Class A Common Stock for acquisition | $ 17.11 | |||||||||||||||||||||||
Australia Segment [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Goodwill | $ 7,959,000 | |||||||||||||||||||||||
Net sales | 14,919,000 | 0 | ||||||||||||||||||||||
Operating Segments [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Net sales | 228,621,000 | 190,935,000 | ||||||||||||||||||||||
Operating Segments [Member] | Australia Segment [Member] | ||||||||||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||||||||||
Net sales | 14,919,000 | $ 0 | ||||||||||||||||||||||
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest | $ 0 | |||||||||||||||||||||||
[1] | 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. | |||||||||||||||||||||||
[2] | . |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 15,990 | $ 9,786 |
Work in progress | 1,933 | 1,428 |
Finished goods | 3,399 | 2,440 |
Inventory obsolescence reserve | (929) | (764) |
Net inventory | $ 20,393 | $ 12,890 |
Property and Equipment (Details
Property and Equipment (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2008USD ($)Facility | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
Property, Plant and Equipment [Line Items] | ||||
Property equipment, gross | $ 24,484 | $ 18,081 | ||
Accumulated depreciation | (9,538) | (7,118) | ||
Property equipment, Net | 14,946 | 10,963 | ||
Depreciation | $ 2,427 | 1,600 | $ 1,090 | |
Sale leaseback transaction, number of properties, in facilities | Facility | 2 | |||
Sale leaseback transaction, gross proceeds, manufacturing and office facilities | $ 18,250 | |||
Sale leaseback transaction, deferred gain, gross | 726 | |||
Sale leaseback transaction, expenses | $ 523 | |||
Sale leaseback transaction, lease terms | 20 years | 10 years | ||
Other liabilities | $ 203 | $ 275 | 134 | |
Sale leaseback transaction, current period gain recognized | 7 | 11 | $ 11 | |
Land [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property equipment, gross | 254 | 254 | ||
Leasehold improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property equipment, gross | 4,527 | 2,039 | ||
Machinery and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property equipment, gross | 14,728 | 11,257 | ||
Furniture and Fixtures [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property equipment, gross | 2,354 | 1,544 | ||
Construction in progress [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property equipment, gross | $ 2,621 | $ 2,987 |
Goodwill and Other Intangible65
Goodwill and Other Intangible Assets Carrying Amount of Goodwill (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Roll Forward] | |
Goodwill as of June 30, 2014 | $ 5,718 |
Addition related to acquisition of Malibu Boats Pty. Ltd. | 7,959 |
Effect of foreign currency changes on goodwill | (1,012) |
Goodwill as of June 30, 2015 | $ 12,665 |
Goodwill and Other Intangible66
Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 19, 2015 | Oct. 23, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Goodwill [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 4,558 | ||||
Finite-Lived Trademarks, Gross | $ 100 | ||||
Gross Carrying Amount | $ 57,423 | $ 53,345 | |||
Other intangible assets | 13,995 | 12,358 | |||
Goodwill | (43,428) | (40,987) | |||
Intangible assets and goodwill, Gross | 13,995 | 12,358 | |||
Amortization | 2,463 | 5,177 | $ 5,178 | ||
Amortization expense | |||||
2,016 | 2,204 | ||||
2,017 | 2,204 | ||||
2,018 | 2,204 | ||||
2,019 | 2,098 | ||||
2,020 | 1,899 | ||||
Thereafter | 3,386 | ||||
Other intangible assets | 13,995 | 12,358 | |||
Franchise Rights [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 1,579 | ||||
Gross Carrying Amount | $ 1,378 | 0 | |||
Useful Life | 5 years | 5 years | |||
Finite-Lived Intangible Asset, Weighted Average Remaining Useful Life (in years) | 4 years 6 months 23 days | ||||
Customer Relationships [Member] | |||||
Goodwill [Line Items] | |||||
Gross Carrying Amount | $ 29,842 | 27,392 | |||
Finite-Lived Intangible Asset, Weighted Average Remaining Useful Life (in years) | 14 years 3 months 25 days | ||||
Patents [Member] | |||||
Goodwill [Line Items] | |||||
Gross Carrying Amount | $ 1,386 | 1,386 | |||
Useful Life | 12 years | ||||
Finite-Lived Intangible Asset, Weighted Average Remaining Useful Life (in years) | 3 years 29 days | ||||
Trade Names [Member] | |||||
Goodwill [Line Items] | |||||
Gross Carrying Amount | $ 24,667 | 24,567 | |||
Useful Life | 15 years | 15 years | |||
Finite-Lived Intangible Asset, Weighted Average Remaining Useful Life (in years) | 6 years 1 month 30 days | ||||
Noncompete Agreements [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 61 | ||||
Gross Carrying Amount | $ 54 | 0 | |||
Useful Life | 10 years | 10 years | |||
Finite-Lived Intangible Asset, Weighted Average Remaining Useful Life (in years) | 9 years 6 months 23 days | ||||
Order or Production Backlog [Member] | |||||
Goodwill [Line Items] | |||||
Finite-lived Intangible Assets Acquired | $ 110 | ||||
Gross Carrying Amount | $ 96 | $ 0 | |||
Useful Life | 3 months 22 days | 3 months 22 days | |||
Finite-Lived Intangible Asset, Weighted Average Remaining Useful Life (in years) | 1 day | ||||
Minimum [Member] | Customer Relationships [Member] | |||||
Goodwill [Line Items] | |||||
Useful Life | 8 years | ||||
Maximum [Member] | Customer Relationships [Member] | |||||
Goodwill [Line Items] | |||||
Useful Life | 15 years |
Product Warranties (Details)
Product Warranties (Details) - USD ($) $ in Thousands | Jul. 01, 2015 | Jun. 30, 2015 | Jun. 30, 2014 |
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Balance at beginning of year | $ 6,610 | $ 6,164 | $ 5,658 |
Add: Additions to warranty provision | 3,210 | 3,062 | |
Adjustments to preexisting warranties | (514) | (155) | |
Less: Warranty claims paid | (2,558) | (2,401) | |
Balance at end of year | 6,610 | 6,164 | |
Australia Licensee [Member] | |||
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Add: Additions to warranty provision | $ 308 | $ 0 | |
Malibu boats [Member] | |||
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Standard product warranty, period | 3 years | ||
Axis Products [Member] | |||
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Standard product warranty, period | 2 years | ||
Subsequent Event [Member] | |||
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Standard product warranty, period | 5 years | ||
Subsequent Event [Member] | Axis Products [Member] | |||
Movement in Standard Product Warranty Accrual [Roll Forward] | |||
Standard product warranty, period | 5 years |
Financing (Details)
Financing (Details) - USD ($) $ in Thousands | Apr. 02, 2015 | Jun. 30, 2015 | Jun. 30, 2014 |
Debt Instrument [Line Items] | |||
Credit Agreement Distributions Allowable, Amount | $ 2,000 | ||
Current maturities of long-term debt | 6,500 | $ 0 | |
Less current maturities | (6,500) | 0 | |
Total debt less current maturities | 72,000 | 0 | |
Total debt | 78,500 | 0 | |
Amount Available for Dividend Distribution without Affecting Capital Adequacy Requirements | 6,000 | ||
Loans Payable [Member] | April 2015 Term Loan [Member] [Member] | |||
Debt Instrument [Line Items] | |||
Current maturities of long-term debt | 6,500 | ||
Less current maturities | (6,500) | ||
Total debt less current maturities | $ 72,000 | ||
Loans Payable [Member] | July 2013 Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Total debt less current maturities | 0 | ||
Loans Payable [Member] | July 2012 Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Current maturities of long-term debt | 0 | ||
Less current maturities | $ 0 | ||
Long-term Debt [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Interest Rate During Period | 2.77% | ||
Long-term Debt, Weighted Average Interest Rate | 3.08% | ||
Debt Instrument, Redemption, Period One [Member] | Long-term Debt [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment | $ 1,500 | ||
Debt Instrument, Redemption, Period Two [Member] | Long-term Debt [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment | 2,000 | ||
Debt Instrument, Redemption, Period Three [Member] | Long-term Debt [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Periodic Payment | $ 2,500 |
Financing Long-Term Debt Narrat
Financing Long-Term Debt Narratives (Details) - USD ($) | Apr. 02, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Line of Credit Facility [Line Items] | ||||
Amount outstanding | $ 0 | |||
Long-term Debt | 78,500,000 | $ 0 | ||
Repayments of long-term debt | 21,500,000 | 88,589,000 | $ 26,155,000 | |
Credit Agreement Distributions Allowable, Amount | 2,000,000 | |||
Amount Available for Dividend Distribution without Affecting Capital Adequacy Requirements | 6,000,000 | |||
Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | 25,000,000 | 10,000,000 | ||
Amount outstanding | 0 | |||
Secured Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | 65,000,000 | |||
Long-term Debt | $ 80,000,000 | $ 78,500,000 | ||
Long-term Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Interest Rate During Period | 2.77% | |||
Long-term Debt, Weighted Average Interest Rate | 3.08% | |||
Swing Line of Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | $ 5,000,000 | |||
Amount outstanding | 0 | |||
Letter of Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Maximum borrowing capacity | 5,000,000 | $ 3,000,000 | ||
Amount outstanding | $ 0 | |||
Debt Instrument, Redemption, Period One [Member] | Long-term Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Periodic Payment | 1,500,000 | |||
Debt Instrument, Redemption, Period Two [Member] | Long-term Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Periodic Payment | 2,000,000 | |||
Debt Instrument, Redemption, Period Three [Member] | Long-term Debt [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Periodic Payment | $ 2,500,000 | |||
Base Rate [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||
London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||
Minimum [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||
Minimum [Member] | Base Rate [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||
Maximum [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.40% | |||
Maximum [Member] | Base Rate [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | |||
U.S. Segment [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Deferred Finance Costs, Gross | $ 1,224,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Recurring [member] - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash | $ 8,387 | $ 12,173 |
Total assets at fair value | 8,387 | 12,173 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash | 8,387 | 12,173 |
Total assets at fair value | 8,387 | 12,173 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash | 0 | 0 |
Total assets at fair value | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash | 0 | 0 |
Total assets at fair value | $ 0 | $ 0 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narratives) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Fair Value Disclosures [Abstract] | |||
Asset impairments | $ 0 | $ 0 | $ 0 |
Income Taxes and Tax Receivab72
Income Taxes and Tax Receivable Agreeement Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | |
Current Income Tax Expense (Benefit), Continuing Operations [Abstract] | |||
Federal | $ 205 | $ 44 | |
State | 95 | 376 | |
Foreign | 430 | 14 | |
Total Current | 730 | 434 | |
Deferred tax expense (benefit): | |||
Federal | 8,208 | (2,066) | |
State | (49) | (588) | |
Foreign | (226) | 0 | |
Total Deferred | 7,933 | (2,654) | $ 0 |
Income tax expense (benefit) | $ 8,663 | $ (2,220) | $ 0 |
State income taxes, net of federal benefit, percentage | 0.10% | 5.50% | |
Permanent differences attributable to partnership investment, percentage | 1.60% | (9.90%) | |
Non-controlling interest, percentage | (9.80%) | 36.50% | |
Other, net, percentage | 0.30% | (1.90%) | |
Effective tax rate | 27.20% | 65.20% |
Income Taxes and Tax Receivab73
Income Taxes and Tax Receivable Agreeement Income Tax Reconciliation (Details) | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Federal tax provision/(benefit) at statutory rate, percentage | 35.00% | 35.00% |
State income taxes, net of federal benefit, percentage | 0.10% | 5.50% |
Permanent differences attributable to partnership investment, percentage | 1.60% | (9.90%) |
Non-controlling interest, percentage | (9.80%) | 36.50% |
Other, net, percentage | 0.30% | (1.90%) |
Effective tax rate | 27.20% | 65.20% |
Income Taxes and Tax Receivab74
Income Taxes and Tax Receivable Agreeement Deferred Tax Assets/Liabilities (Details) - USD ($) | Jun. 30, 2015 | Jun. 30, 2014 |
Income Tax Disclosure [Abstract] | ||
Valuation Allowances and Reserves, Balance | $ 0 | |
Deferred tax assets: | ||
Litigation accrual | 0 | $ 500,000 |
Partnership basis differences | 105,632,000 | 21,452,000 |
Fixed assets and intangibles | 144,000 | 0 |
Accrued liabilities and reserves | 448,000 | 0 |
State tax credits and NOLs | 388,000 | 0 |
Other | 35,000 | 0 |
Total deferred tax assets | 106,647,000 | 21,952,000 |
Deferred tax liabilities: | ||
Income tax deferral due to fiscal year end | 0 | 995,000 |
Total deferred tax liabilities | 1,101,000 | 995,000 |
Fixed assets and intangibles | 1,101,000 | 0 |
Less valuation allowance | 0 | 0 |
Total net deferred tax assets | $ 105,546,000 | $ 20,957,000 |
Income Taxes and Tax Receivab75
Income Taxes and Tax Receivable Agreeement Unrecognized Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | $ 295 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance as of July 1 | 0 | $ 0 |
Additions based on tax positions taken during the current period | 4 | 0 |
Reductions based on tax positions taken during a prior period | 0 | 0 |
Additions based on tax positions taken during a prior period | 62 | 0 |
Balance as of June 30 | $ 66 | $ 0 |
Income Taxes and Tax Receivab76
Income Taxes and Tax Receivable Agreeement Tax Receivable (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Tax Receivable Agreement [Roll Forward] | ||
Beginning balance as of June 30, | $ 13,636 | $ 0 |
Additions (Payments) to tax receivable agreement: | 0 | 0 |
Payable Pursuant To Tax Receivable Agreement, Total | 96,470 | 13,636 |
Payable pursuant to tax receivable agreement, current portion | (2,969) | 0 |
Ending balance as of June 30, | 93,501 | 13,636 |
IPO [Member] | ||
Tax Receivable Agreement [Roll Forward] | ||
Additions (Payments) to tax receivable agreement: | 0 | 13,636 |
Follow-On Offering [Member] | ||
Tax Receivable Agreement [Roll Forward] | ||
Additions (Payments) to tax receivable agreement: | 34,028 | 0 |
Tender Offer [Member] | ||
Tax Receivable Agreement [Roll Forward] | ||
Additions (Payments) to tax receivable agreement: | 23,969 | 0 |
Secondary Offering [Member] | ||
Tax Receivable Agreement [Roll Forward] | ||
Additions (Payments) to tax receivable agreement: | $ 24,837 | $ 0 |
Income Taxes and Tax Receivab77
Income Taxes and Tax Receivable Agreeement Narrative (Details) - USD ($) | 12 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 15, 2015 | Oct. 23, 2014 | |
Business Acquisition [Line Items] | |||||
Deferred tax liabilities | $ 1,084,000 | $ 0 | |||
Valuation Allowances and Reserves, Balance | 0 | ||||
Deferred Tax Assets, Investment in Subsidiaries | 110,928,000 | ||||
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | 295,000 | ||||
Deferred tax asset | 106,001,000 | 21,452,000 | |||
Payable pursuant to tax receivable agreement, less current portion | 93,501,000 | 13,636,000 | $ 0 | $ 82,834,000 | |
Other | $ 35,000 | 0 | |||
Tax receivable agreement, percentage of realized cash saving in tax to be pass through | 85.00% | ||||
Establishment of deferred tax assets from step-up in tax basis | $ 92,625,000 | 18,303,000 | $ 0 | ||
Payable pursuant to tax receivable agreement, current portion | $ 2,969,000 | $ 0 | |||
Malibu Boats Pty Ltd [Member] | |||||
Business Acquisition [Line Items] | |||||
Deferred tax liabilities | $ 1,479,000 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) | May. 27, 2015USD ($)shares | May. 21, 2015shares | Apr. 15, 2015USD ($)$ / sharesshares | Apr. 09, 2015shares | Jul. 15, 2014USD ($)$ / sharesshares | Jul. 02, 2014shares | Feb. 04, 2014USD ($)shares | Jun. 30, 2014USD ($)$ / sharesshares | Feb. 05, 2014USD ($)$ / sharesshares | Jun. 30, 2015USD ($)Vote$ / sharesshares | Mar. 13, 2015USD ($)$ / shares | May. 31, 2014shares | Dec. 31, 2013shares | Nov. 01, 2013$ / sharesshares | Jun. 30, 2013shares |
Class of Stock [Line Items] | |||||||||||||||
Capital Stock, Shares authorized | 150,000,000 | ||||||||||||||
Common stock, par value (per share) | $ / shares | $ 0.01 | ||||||||||||||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | |||||||||||||
Preferred stock, par value (per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||
Common stock, shares issued | 100 | ||||||||||||||
Number of Votes | Vote | 1 | ||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 10 | ||||||||||||||
Number of LLC units outstanding | 22,437,938 | 19,277,820 | |||||||||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | |||||||||||||
Repurchase of Class A Common Stock | $ | $ (71,523,000) | ||||||||||||||
Issuance of common stock | $ | $ 99,512,000 | $ 47,766,000 | $ 133,362,000 | ||||||||||||
Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | |||||||||||||
Common stock, par value (per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||
Common stock, shares issued | 11,064,201 | 17,870,569 | 100 | ||||||||||||
Underwriting discounts and commissions | $ | $ 5,106,000 | ||||||||||||||
Common stock shares issued | 3,996,255 | 8,214,285 | |||||||||||||
Share price | $ / shares | $ 14 | ||||||||||||||
Common stock, shares, outstanding | 11,064,201 | 17,870,569 | |||||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 2,967,267 | ||||||||||||||
Issuance of common stock | $ | $ 19.05 | ||||||||||||||
Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock, shares issued | 2,602,923 | ||||||||||||||
Common stock shares issued | 5,520,000 | ||||||||||||||
Stock Repurchase Program, Authorized Amount | $ | $ 70,000,000 | ||||||||||||||
stock repurchase per share | $ / shares | $ 21 | ||||||||||||||
Stock Repurchased During Period, Shares | 3,333,333 | ||||||||||||||
Repurchase of Class A Common Stock | $ | $ 70,000,000 | ||||||||||||||
Unsolicited Tender Offer Costs | $ | $ 1,523,000 | ||||||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 2,602,923 | ||||||||||||||
Issuance of common stock | $ | $ 18.50 | ||||||||||||||
Class B Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock, shares authorized | 25,000,000 | 25,000,000 | |||||||||||||
Common stock, par value (per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||
Common stock, shares issued | 44 | 24 | |||||||||||||
Common stock, shares, outstanding | 44 | 24 | |||||||||||||
Common Stock [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 7,643,000 | 3,412,000 | 4,371,000 | ||||||||||||
Treasury Stock, Shares, Retired | 19 | 3,333,000 | |||||||||||||
Common stock, shares, outstanding | 11,064,000 | 17,859,000 | 0 | ||||||||||||
Conversion of previous classes of units into LLC units as part of the Recapitalization (units) | 5,583,000 | ||||||||||||||
Issuance of common stock | $ | $ 76,000 | $ 34,000 | $ 73,000 | ||||||||||||
Common Stock [Member] | Class B Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock, shares authorized | 25,000,000 | ||||||||||||||
Common stock, shares issued | 44 | 10 | |||||||||||||
Stock Repurchased and Retired During Period, Shares | (1) | 20 | |||||||||||||
Common stock shares issued | 34 | 44 | |||||||||||||
Common stock, shares, outstanding | 44 | 24 | 0 | ||||||||||||
Malibu Boat LLC [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Malibu boats, Inc, cumulative percentage ownership after all transactions | 49.30% | ||||||||||||||
Malibu Boat LLC [Member] | Noncontrolling Interest [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Number of LLC units outstanding | 11,373,737 | 1,419,094 | |||||||||||||
Equity Method Investment, Ownership Percentage | 50.70% | 7.40% | |||||||||||||
Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 4,371,893 | ||||||||||||||
Minimum [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
stock repurchase per share | $ / shares | $ 21 | ||||||||||||||
Maximum [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
stock repurchase per share | $ / shares | $ 23.50 | ||||||||||||||
IPO [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 115,000,000 | ||||||||||||||
Underwriting discounts and commissions | $ | $ 8,050,000 | ||||||||||||||
Common stock shares issued | 8,214,285 | ||||||||||||||
Share price | $ / shares | $ 14 | ||||||||||||||
IPO [Member] | Noncontrolling Interest [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 2,840,545 | ||||||||||||||
IPO [Member] | Common Stock [Member] | Class B Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 34 | ||||||||||||||
IPO [Member] | Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 99,512,000 | ||||||||||||||
Common stock shares issued | 7,642,996 | ||||||||||||||
IPO [Member] | Stock Sold by Selling Stockholders [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 7,438,000 | ||||||||||||||
Common stock shares issued | 571,289 | ||||||||||||||
Over-Allotment Option [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 521,250 | ||||||||||||||
Over-Allotment Option [Member] | Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 538,252 | 899,252 | |||||||||||||
Over-Allotment Option [Member] | Stock Sold by Selling Stockholders [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 181,748 | 172,175 | |||||||||||||
Follow-On Offering [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 76,836,000 | ||||||||||||||
Underwriting discounts and commissions | $ | $ 5,106,000 | ||||||||||||||
Common stock shares issued | 1,148,107 | ||||||||||||||
Share price | $ / shares | $ 18.50 | ||||||||||||||
Follow-On Offering [Member] | Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock shares issued | 5,520,000 | ||||||||||||||
Follow-On Offering [Member] | Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 102,120,000 | ||||||||||||||
Common stock shares issued | 4,371,893 | ||||||||||||||
Follow-On Offering [Member] | Stock Sold by Selling Stockholders [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 20,178,000 | ||||||||||||||
Common stock shares issued | 1,148,107 | ||||||||||||||
Stock Sold by Company [Member] | Class A Common Stock [Member] | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 76,836,000 |
Stock-Based Compensation Narrat
Stock-Based Compensation Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | May. 16, 2015 | Jun. 30, 2014 | Jun. 27, 2014 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 1,561,232 | ||||||
Share-based compensation, incentive stock awards, weighted average grant date fair value | $ 0 | $ 14.12 | |||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, outstanding, weighted average remaining contractual terms | 1 year 2 months | ||||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, vested in period, fair value | $ 2,558 | $ 0 | |||||
Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation, incentive stock awards, weighted average grant date fair value | $ 20.44 | $ 16.82 | |||||
Share-based compensation arrangement by Share-based Payment Award, vesting rights, percentage, restricted stock | 33.00% | ||||||
LLC Units [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation vesting period | 3 years | ||||||
Stock compensation expense | $ 1,467 | $ 2,577 | $ 127 | ||||
Unrecognized compensation cost | $ 2,258 | $ 2,258 | $ 3,515 | $ 2,258 | |||
Long-Term Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares reserved for issuance in the Long-Term Incentive Plan | 1,700,000 | ||||||
Stock issued during period, shares, issued for services, fair value at grant date | $ 14 | ||||||
Stock issued during period, shares, issued for services, fair value at grant date, cash retainer received as equity | $ 20.10 | ||||||
Long-Term Incentive Plan [Member] | Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation, incentive stock awards, granted | 12,000 | 46,000 | |||||
Share-based compensation, incentive stock awards, weighted average grant date fair value | $ 20.67 | $ 20.03 | |||||
Share-based compensation arrangement by Share-based Payment Award, vesting rights, percentage, restricted stock | 25.00% | ||||||
Share-based compensation arrangement by share-based payment award, equity instruments other than options, outstanding, weighted average remaining contractual terms | 3 years 2 months | ||||||
Issuance of equity for services, shares | 61,000 | 9,000 | |||||
Common Stock [Member] | Class A Common Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Issuance of equity for services, shares | 9,000 | 3,000 | |||||
Common Stock [Member] | Class A Common Stock [Member] | Long-Term Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation, incentive stock awards, weighted average grant date fair value | $ 18.52 | ||||||
Issuance of equity for services, shares | 9,000 | 0 |
Stock-Based Compensation Restri
Stock-Based Compensation Restricted Stock Units Incentive Plan (Details) - $ / shares shares in Thousands | 7 Months Ended | 12 Months Ended | ||
Feb. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Units Granted, Weighted Average Value | $ 0 | $ 14.12 | ||
Units Vested, Shares | 0 | 0 | ||
Units forfeited, weighted average fair value | $ 14.60 | $ 14.46 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Total Units, Shares | 0 | 46 | 0 | |
Total Units, Weighted Average Value | $ 0 | $ 20.03 | $ 0 | |
Units Granted, Shares | 21 | 107 | ||
Units Granted, Weighted Average Value | $ 20.44 | $ 16.82 | ||
Units Vested, Shares | (21) | (61) | ||
Units Vested, weighted average value | $ 15.83 | $ 14.38 | ||
Units Forfeited, Shares | (2) | 0 | ||
Units forfeited, weighted average fair value | $ 20.03 | $ 0 | ||
Total Units, Shares | 45 | 46 | 0 | |
Total Units, Weighted Average Value | $ 20.20 | $ 20.03 | $ 0 |
Stock-Based Compensation Rest81
Stock-Based Compensation Restricted LLC Units (Details) - $ / shares | 7 Months Ended | 12 Months Ended | ||
Feb. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation, incentive stock awards, weighted average grant date fair value | $ 0 | $ 14.12 | ||
Units forfeited, weighted average fair value | $ (14.60) | $ (14.46) | ||
Membership units vested | 0 | 0 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total Units, Shares | 0 | 46,000 | 0 | |
Total Units, Weighted Average Value | $ 0 | $ 20.03 | $ 0 | |
Units Granted, Shares | 21,000 | 107,000 | ||
Share-based compensation, incentive stock awards, weighted average grant date fair value | $ 20.44 | $ 16.82 | ||
Units Forfeited/Sold, Shares | (2,000) | 0 | ||
Units forfeited, weighted average fair value | $ (20.03) | $ 0 | ||
Total Units, Shares | 45,000 | 46,000 | 0 | |
Total Units, Weighted Average Value | $ 20.20 | $ 20.03 | $ 0 | |
Membership units vested | 21,000 | 61,000 | ||
LLC Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total Units, Shares | 931 | 1,107 | 931 | |
Total Units, Weighted Average Value | $ 14.78 | $ 14.52 | $ 14.78 | |
Units Granted, Shares | 0 | 387 | ||
Units Forfeited/Sold, Shares | (625) | (211) | ||
Total Units, Shares | 482 | 1,107 | 931 | |
Total Units, Weighted Average Value | $ 14.33 | $ 14.52 | $ 14.78 | |
Membership units vested | 215 | 815 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested, Weighted Average Grant Date Fair Value | $ 14.41 | $ 14.59 | ||
Units Unvested. Shares | 267 | 292 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 14.26 | $ 14.32 |
Net Earnings (Loss) Per Share82
Net Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 5 Months Ended | 12 Months Ended | |||||||||||||||
Jun. 30, 2015 | Mar. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Sep. 30, 2014 | [1] | Jun. 30, 2014 | [2] | Mar. 31, 2014 | [2] | Dec. 31, 2013 | [2] | Sep. 30, 2013 | [2] | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share, Basic [Abstract] | ||||||||||||||||||
Net income (loss) attributable to Malibu Boats, Inc. | $ (4,676) | $ 14,661 | ||||||||||||||||
Weighted-average Stock, Outstanding | 11,055,310 | 15,732,531 | ||||||||||||||||
Basic net income (loss) per share | $ 0.35 | $ 0.28 | $ 0.21 | $ 0.09 | $ (0.39) | $ (0.03) | $ 0 | $ 0 | $ (0.42) | $ 0.93 | $ (0.42) | |||||||
Earnings Per Share, Diluted [Abstract] | ||||||||||||||||||
Net income (loss) attributable to Malibu Boats, Inc. | $ (4,676) | $ 14,661 | ||||||||||||||||
Basic weighted-average shares outstanding | 11,055,310 | 15,732,531 | ||||||||||||||||
Restricted stock units granted to employees | 0 | 8,487 | ||||||||||||||||
Diluted weighted-average shares outstanding | 11,055,310 | 15,741,018 | ||||||||||||||||
Diluted net income (loss) per share | $ 0.35 | $ 0.28 | $ 0.21 | $ 0.09 | $ (0.39) | $ (0.04) | $ 0 | $ 0 | $ (0.42) | $ 0.93 | $ (0.42) | |||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,419,094 | 11,373,855 | ||||||||||||||||
Class A Common Stock [Member] | ||||||||||||||||||
Earnings Per Share, Basic [Abstract] | ||||||||||||||||||
Weighted-average Stock, Outstanding | 11,054,894 | 15,668,072 | ||||||||||||||||
Earnings Per Share, Diluted [Abstract] | ||||||||||||||||||
Basic weighted-average shares outstanding | 11,054,894 | 15,668,072 | ||||||||||||||||
Restricted Stock [Member] | ||||||||||||||||||
Earnings Per Share, Basic [Abstract] | ||||||||||||||||||
Weighted-average Stock, Outstanding | 416 | 64,459 | ||||||||||||||||
Earnings Per Share, Diluted [Abstract] | ||||||||||||||||||
Basic weighted-average shares outstanding | 416 | 64,459 | ||||||||||||||||
[1] | 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. | |||||||||||||||||
[2] | . |
Commitment and Contingencies Co
Commitment and Contingencies Commitments and Contingencies (Details) $ in Thousands | Feb. 06, 2015USD ($) | Mar. 31, 2008 | Jun. 30, 2015USD ($)Option | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |||||
Monthly lease payments | $ 156 | ||||
Lease, Number of Options | Option | 3 | ||||
Sale leaseback transaction, lease terms | 20 years | 10 years | |||
Operating leases, rental expense | $ 2,256 | $ 2,088 | $ 1,889 | ||
2,016 | 2,272 | ||||
2,017 | 2,218 | ||||
2,018 | 2,223 | ||||
2,019 | 2,373 | ||||
2,020 | 2,378 | ||||
Thereafter | 18,359 | ||||
Total | 29,823 | ||||
Litigation settlement payable | 0 | $ 20,000 | $ 0 | ||
Litigation settlement, amount | $ (2,250) | $ 20,000 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands | Feb. 04, 2014USD ($) | Jan. 01, 2013USD ($) | Jun. 30, 2012USD ($) | Dec. 31, 2012USD ($) | Jun. 30, 2015USD ($)Members | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) |
Related Party Transactions [Abstract] | |||||||
Management fee | $ 750 | $ 1,831 | $ 250 | $ 4,500 | $ 2,831 | ||
Board of Director Members, Number | Members | 3 | ||||||
Loss on contract termination | $ 3,750 | ||||||
Directors services | $ 374 | 416 | |||||
Directors services, prepayment | $ 79 | $ 268 |
Segment Reporting Segment repor
Segment Reporting Segment reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Jun. 30, 2015 | Mar. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Sep. 30, 2014 | [1] | Jun. 30, 2014 | Mar. 31, 2014 | [2] | Dec. 31, 2013 | [2] | Sep. 30, 2013 | [2] | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | $ 60,716 | [1] | $ 64,762 | $ 55,484 | $ 47,659 | $ 53,400 | [2] | $ 50,293 | $ 43,938 | $ 43,304 | $ 228,621 | $ 190,935 | $ 167,012 | ||||||
Depreciation and amortization | 4,890 | 6,777 | |||||||||||||||||
Net income (loss) before provision (benefit) for income taxes | 31,846 | (3,408) | 17,984 | ||||||||||||||||
Capital expenditures | 5,366 | 5,915 | $ 2,878 | ||||||||||||||||
Long-lived assets | 42,764 | 29,039 | 42,764 | 29,039 | |||||||||||||||
Total assets | 189,128 | 84,801 | 189,128 | 84,801 | |||||||||||||||
US segment [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | 213,702 | 190,935 | |||||||||||||||||
Depreciation and amortization | 4,318 | 6,777 | |||||||||||||||||
Net income (loss) before provision (benefit) for income taxes | 32,142 | (3,408) | |||||||||||||||||
Capital expenditures | 5,299 | 5,915 | |||||||||||||||||
Long-lived assets | 31,280 | 29,039 | 31,280 | 29,039 | |||||||||||||||
Total assets | 188,862 | 84,801 | 188,862 | 84,801 | |||||||||||||||
Australia Segment [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | 14,919 | 0 | |||||||||||||||||
Depreciation and amortization | 572 | 0 | |||||||||||||||||
Net income (loss) before provision (benefit) for income taxes | 295 | 0 | |||||||||||||||||
Capital expenditures | 67 | 0 | |||||||||||||||||
Long-lived assets | 11,484 | 0 | 11,484 | 0 | |||||||||||||||
Total assets | 18,194 | 0 | 18,194 | 0 | |||||||||||||||
Operating Segments [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | 228,621 | 190,935 | |||||||||||||||||
Operating Segments [Member] | US segment [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | 219,142 | 190,935 | |||||||||||||||||
Operating Segments [Member] | Australia Segment [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | 14,919 | 0 | |||||||||||||||||
Intersegment Eliminations [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | (5,440) | 0 | |||||||||||||||||
Net income (loss) before provision (benefit) for income taxes | (591) | 0 | |||||||||||||||||
Total assets | $ (17,928) | $ 0 | (17,928) | 0 | |||||||||||||||
Intersegment Eliminations [Member] | US segment [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | 5,440 | 0 | |||||||||||||||||
Intersegment Eliminations [Member] | Australia Segment [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Net sales | $ 0 | $ 0 | |||||||||||||||||
[1] | 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. | ||||||||||||||||||
[2] | . |
Quarterly Financial Informati86
Quarterly Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 5 Months Ended | 7 Months Ended | 12 Months Ended | |||||||||||||||||
Jun. 30, 2015 | Mar. 31, 2015 | [1] | Dec. 31, 2014 | [1] | Sep. 30, 2014 | [1] | Jun. 30, 2014 | [2] | Mar. 31, 2014 | [2] | Dec. 31, 2013 | [2] | Sep. 30, 2013 | [2] | Jun. 30, 2014 | Feb. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | ||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||||
Net sales | $ 60,716 | [1] | $ 64,762 | $ 55,484 | $ 47,659 | $ 53,400 | $ 50,293 | $ 43,938 | $ 43,304 | $ 228,621 | $ 190,935 | $ 167,012 | |||||||||
Gross Profit | 16,275 | [1] | 17,897 | 14,164 | 12,093 | 14,676 | 13,401 | 11,696 | 11,021 | 60,429 | 50,794 | 43,600 | |||||||||
Operating income | 11,324 | [1] | 9,523 | 6,998 | 3,305 | (12,914) | 296 | 5,823 | 6,340 | 31,150 | (455) | 19,308 | |||||||||
Net income (loss) | 7,575 | [1] | 7,643 | 5,576 | 2,389 | (10,600) | (987) | 5,220 | 5,179 | $ (11,636) | $ 10,448 | 23,183 | (1,188) | 17,984 | |||||||
Net income attributable to non-controlling interest | 1,923 | [1] | 3,278 | 2,312 | 1,009 | (6,294) | (617) | 5,220 | 5,179 | 8,522 | 3,488 | 17,984 | |||||||||
Net income attributable to Malibu Boats, Inc. | $ 5,652 | [1] | $ 4,365 | $ 3,264 | $ 1,380 | $ (4,306) | $ (370) | $ 0 | $ 0 | $ 14,661 | $ (4,676) | $ 0 | |||||||||
Basic net income (loss) per share | $ 0.35 | $ 0.28 | $ 0.21 | $ 0.09 | $ (0.39) | $ (0.03) | $ 0 | $ 0 | $ (0.42) | $ 0.93 | $ (0.42) | ||||||||||
Diluted net income (loss) per share | $ 0.35 | $ 0.28 | $ 0.21 | $ 0.09 | $ (0.39) | $ (0.04) | $ 0 | $ 0 | $ (0.42) | $ 0.93 | $ (0.42) | ||||||||||
[1] | 1 The quarterly information presented for the quarters ended September 30 and December 31, 2013 reflect the financial statement results attributable to the LLC. The quarterly information presented for the quarters beginning March 31, 2014 and after reflect the financial statement results of the Company. | ||||||||||||||||||||
[2] | . |
Subsequent Events (Details)
Subsequent Events (Details) - Jul. 01, 2015 - Subsequent Event [Member] - USD ($) | Total |
Subsequent Event [Line Items] | |
Number of Interest Rate Derivatives Held | 5 years |
Fixed quarterly interest rate | 1.52% |
Derivative notional amount | $ 39,250 |